Equityholder definition
Examples of Equityholder in a sentence
Service of process with respect thereto may be made upon any Party by mailing a copy thereof by registered mail to such Party at its address as provided in Section 10.01, and the Holder Representative ▇▇▇▇▇▇ agrees to accept service of process on behalf of any Acquired Company Equityholder.
With respect to any Acquired Company Equityholder that delivers a Letter of Transmittal to the Exchange Agent after the Blocker D Effective Time, the Exchange Agent shall, promptly following the receipt of such Letter of Transmittal, pay the amount to which such Acquired Company Equityholder is entitled pursuant to Section 2.07(b) by wire transfer of immediately available funds, directly to such Acquired Company Equityholder.
With respect to any Acquired Company Equityholder that delivers a Letter of Transmittal to the Exchange Agent at or prior to the Company Effective Time, the Exchange Agent shall pay at the Closing the amount to which such Acquired Company Equityholder is entitled pursuant to Section 2.07(b) by wire transfer of immediately available funds, directly to such Acquired Company Equityholder.
Each Acquired Company Equityholder that has delivered a Letter of Transmittal to the Exchange Agent shall be entitled to receive from the Exchange Agent (subject to the provisions of Section 2.10) such portion of the Base Merger Consideration to which such Acquired Company Equityholder is entitled pursuant to Section 2.07(b).
Buyer shall prepare (or cause to be prepared) all Tax Returns of the Company for any taxable period that ends on or before or includes the Closing Date that are due after the Closing (taking into account any applicable extensions) to the extent such Tax Returns have not been filed as of the Closing if the items reflected on such Tax Return are also reflected on the income Tax Returns of any Acquired Company Equityholder (or its direct or indirect owners) (“Pass-Through Tax Returns”).