Focus Shareholder definition

Focus Shareholder has the meaning set forth in the preamble to this Agreement.
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Examples of Focus Shareholder in a sentence

  • No Party may assign (by operation of law or otherwise) this Agreement or any of its rights, interests or obligations under this Agreement, in whole or in part, without the prior written consent of the other Parties, except that assignments of all of the rights, interests and obligations of the Existing Shareholder or of the Focus Shareholder, as the case may be, under this Agreement to any transferee of Common Shares in a Transfer pursuant to Sections 3.2(a) and 3.3 shall be permitted.

  • Each of the Focus Shareholder and the JJ Media Shareholder shall be entitled to terminate this Agreement with respect to the Existing Shareholder, the Controller of the Existing Shareholder or the Company by notice in writing if the Existing Shareholder, the Controller of an Existing Shareholder or the Company becomes a Defaulting Party.

  • Each of the Existing Shareholders, the Controllers of the Existing Shareholder and the Company shall be entitled to terminate this Agreement with respect to the Focus Shareholder or the JJ Media Shareholder, as the case may be, by notice in writing if the Focus Shareholder or the JJ Media Shareholder, as the case may be, becomes a Defaulting Party.

  • For so long as the Focus Shareholder, together with its Affiliates, owns not less than five percent (5%) of all of the outstanding Common Shares (counting for such purposes all Common Shares into or for which the securities of the Company owned by the Focus Shareholder and its Affiliates are directly or indirectly convertible or exercisable), the Company shall use its commercially reasonable efforts to prevent the Common Shares from being delisted from the NASDAQ.

  • The Company and the Existing Shareholder shall use their respective reasonable best efforts to cause such person (or any substitute or replacement designated or nominated by the Focus Shareholder) to be a candidate recommended by the Board of Directors and elected a Director of the Company, including soliciting proxies for such person to the same extent it does for any other nominees of its Board of Directors.

  • After the Closing, the costs and expenses of the Talk Focus Shareholder shall be borne by the Talk Focus Shareholder.

  • TRON, on the one hand, and Talk Focus and the Talk Focus Shareholder, on the other hand, will keep confidential all information and materials regarding the other Party designated by such Party as confidential.

  • This contract is solely between TRON, Talk Focus and the Talk Focus Shareholder, and, except as specifically provided, no director, officer, stockholder, employee, agent, independent contractor, or any other person or entity shall be deemed to be a third-party beneficiary of this Agreement.

  • TRON shall neither effect, nor fix any record date with respect to, any stock split, stock dividend, reverse stock split, recapitalization, or similar change in the TRON Stock between the date of this Agreement and the Effective Time other than the corporate actions authorized by Talk Focus Shareholder.

  • Existing Shareholder, the Controller of the Existing Shareholder and the Focus Shareholder.

Related to Focus Shareholder

  • 10% Shareholder means a person who owns, directly or indirectly, stock possessing more than 10% of the total combined voting power of all classes of stock of the Company or any Parent or Subsidiary of the Company. Indirect ownership of stock shall be determined in accordance with Code Section 424(d).

  • Company Shareholder means a holder of one or more Company Shares;

  • Major Shareholder means a shareholder who directly or indirectly holds 10% or more of the voting rights.

  • Existing Shareholder means any Person that is a holder of Ordinary Shares as of December 8, 2017.

  • Scheme Shareholder means a person who is registered in the Register as the holder of one or more Scheme Shares as at the Record Date.

  • Principal Shareholder means any corporation, Person or other entity which is the beneficial owner, directly or indirectly, of five percent (5%) or more of the outstanding Shares of any class or series and shall include any affiliate or associate, as such terms are defined in clause (ii) below, of a Principal Shareholder. For the purposes of this Section, in addition to the Shares which a corporation, Person or other entity beneficially owns directly, (a) any corporation, Person or other entity shall be deemed to be the beneficial owner of any Shares (i) which it has the right to acquire pursuant to any agreement or upon exercise of conversion rights or warrants, or otherwise (but excluding share options granted by the Trust) or (ii) which are beneficially owned, directly or indirectly (including Shares deemed owned through application of clause (i) above), by any other corporation, Person or entity with which its "affiliate" or "associate" (as defined below) has any agreement, arrangement or understanding for the purpose of acquiring, holding, voting or disposing of Shares, or which is its "affiliate" or "associate" as those terms are defined in Rule 12b-2 of the General Rules and Regulations under the Securities Exchange Act of 1934, and (b) the outstanding Shares shall include Shares deemed owned through application of clauses (i) and (ii) above but shall not include any other Shares which may be issuable pursuant to any agreement, or upon exercise of conversion rights or warrants, or otherwise.

  • Preferred Shareholder means any holder of Preferred Shares.

  • Record shareholder means the person in whose name shares are registered in the records of a corporation or the beneficial owner of shares to the extent of the rights granted by a nominee certificate on file with a corporation.

  • 10% Stockholder means the owner of stock (as determined under Code Section 424(d)) possessing more than ten percent (10%) of the total combined voting power of all classes of stock of the Corporation (or any Parent or Subsidiary).

  • Major Shareholders Means a person who has an interest or interests in one or more

  • Controlling Shareholder means any shareholder owning more than fifty

  • Company Shareholders means holders of Company Shares.

  • Shareholder means a person who owns shares in the company and is actively involved in the management of the enterprise or business and exercises control over the enterprise.

  • Majority Shareholder means a holder of more than fifty percent (50%) of the outstanding stock of the Company, or if no person holds more than fifty percent (50%) of the outstanding stock of the Company, the holder of a plurality of the outstanding stock of the Company.

  • Selling Shareholder has the meaning set forth in Section 3.04(a).

  • Ordinary Shareholder means a holder of ordinary shares;

  • Soliciting Shareholder means, with respect to any Special Meeting demanded by a shareholder or shareholders, any of the following Persons:

  • Target Shareholders means the holders of Target Shares;

  • Principal Stockholder means, collectively, (i) the Sponsor and (ii) any affiliate or successor of a person referenced in clauses (i) and (ii) of this definition.

  • Major Stockholder means any such Person.

  • Significant Shareholder means a person or company that has beneficial ownership of, or control or direction over, whether direct or indirect, or a combination of beneficial ownership of, and control or direction over, whether direct or indirect, securities of an issuer carrying more than 10 per cent of the voting rights attached to all the issuer’s outstanding voting securities, excluding, for the purpose of the calculation of the percentage held, any securities held by the person or company as underwriter in the course of a distribution;

  • Management Shareholders means Xxxxxx X. Xxxx, Xxxx X. Xxxxxxx, and Xxxxxx X. Xxxxxxxxx.

  • substantial shareholder means a person who is entitled to exercise, or to control the exercise of, 10% or more (or such other percentage as may be prescribed by the Listing Rules) of the voting power at any general meeting of the Company;

  • Founder means, in respect of an issuer, a person who,

  • Common Shareholders means the registered and/or beneficial holders of the Common Shares, as the context requires.