Key Stockholder definition

Key Stockholder has the meaning set forth in the Recitals to this Agreement.

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Key Stockholder means each Company Stockholder identified on Schedule 1.1(b).

Examples of Key Stockholder in a sentence

Each of the Key Stockholders shall have entered into a Key Stockholder Agreement with the Company or Brekford, as applicable, and Brekford shall have received copies of each such agreement with the Company Key Stockholders duly executed by Brekford and the applicable Key Stockholder, and the Company shall have received copies of each such agreement with the Brekford Key Stockholders duly executed by Brekford and the applicable Key Stockholder.
Subject to the terms of any Key Stockholder Agreement, none of such Shareholder’s Subject Shares are subject to any proxy, voting trust or other agreement or arrangement with respect to the voting of such Subject Shares, except as provided hereunder.
This Agreement has been duly authorized and duly executed and delivered by such Key Stockholder and constitutes the legal, valid and binding obligation of such Key Stockholder, enforceable against such Key Stockholder in accordance with its terms, subject to (i) laws of general application relating to bankruptcy, insolvency, reorganization, moratorium and the enforcement of creditors’ rights generally, and (ii) rules of law governing specific performance, injunctive relief and other equitable remedies.
Subject to the terms of any Key Stockholder Agreement, such Shareholder has full voting power, with respect to such Shareholder’s Subject Shares, and full power of disposition, full power to issue instructions with respect to the matters set forth herein and full power to agree to all of the matters set forth in this Agreement, in each case with respect to all of such Shareholder’s Subject Shares.
This Agreement has been duly and validly executed and delivered by the Key Stockholder and constitutes a valid and binding obligation of the Key Stockholder, enforceable against the Key Stockholder in accordance with its terms.

More Definitions of Key Stockholder

Key Stockholder means those certain stockholders of the Purchaser who, collectively, hold equity securities of the Purchaser representing at least 50.1% of the voting securities of Purchaser outstanding immediately prior to Closing.

Key Stockholder means Advent International Corporation, together with its Affiliates.

Key Stockholder shall have the meaning set forth in Recital C in the Agreement.

Key Stockholder means each of the individuals listed on Schedule 1.6(c) hereto.

Key Stockholder means collectively, each of the Company Stockholders set forth on Schedule B, which Company Stockholders are also Escrow Participants.

Key Stockholder shall have the meaning set forth in the preamble of the Agreement. An individual shall be deemed to have “Knowledge” of a particular fact or other matter if: (a) such individual is actually aware of such fact or other matter; or (b) a prudent individual would have known such fact or other matter after reasonable inquiry under the circumstances. The Company shall be deemed to have “Knowledge” of a particular fact or other matter if any officer or director of the Company or any Key Stockholder has Knowledge of such fact or other matter. Parent shall be deemed to have “Knowledge” a particular fact or other matter if any executive officer or director of Parent or Merger Sub has Knowledge of such fact or other matter.

Key Stockholder means and include: Skyland Capital LLC, Future Capital AG, W Capital Partners II, L.P. and Merck Capital Ventures, LLC. An individual shall be deemed to have “knowledge” or to have “known” of a particular fact, circumstance or matter if: (i) such individual is actually aware of such fact, circumstance or matter, after reasonable inquiry. A Person (other than an individual) shall be deemed to have “knowledge” of a particular fact, circumstance or other matter if any individual who is serving, at the time the same is to be determined, as a director, officer or key employee of such Person has knowledge of such fact, circumstance or other matter; provided, however, that the Company shall only be deemed to have “knowledge” of a particular fact, circumstance or other matter if any of ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, or ▇▇▇▇▇▇ ▇▇▇▇▇ has knowledge of such fact, circumstance or other matter.