Lead Stockholders definition

Lead Stockholders means the Apollo Stockholder and the Xxx Stockholder; provided that if either of the Lead Stockholders and its respective Affiliates cease to collectively beneficially own at least 10% of the shares of Common Stock (including shares of Common Stock issuable upon conversion of securities convertible, exchangeable or exercisable for shares of Common Stock) beneficially owned by such Lead Stockholder and its Affiliates immediately following the closing of the transactions contemplated by the Securities Purchase Agreement, then such Lead Stockholder shall cease to be a Lead Stockholder.
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Examples of Lead Stockholders in a sentence

  • The other parties hereto are and will be entitled to rely on any action so taken by the Lead Stockholders.

  • Not less that two Business Days prior to a proposed transfer date requiring the approval of the Lead Stockholders, the Lead Stockholders shall notify such Stockholder of whether the transfer has been approved, it being agreed and understood that the Permitted Beacon Voting Trust Transfer shall not require such approval.

  • Each such person hereby authorizes (and each such Third Party Transferee shall be deemed to have authorized) the other parties hereto to disregard any notice or other action taken by such person pursuant to the Securities Purchase Agreement except for the Lead Stockholders.

  • Each of the Lead Stockholders agrees for the benefit of the other Lead Stockholder that it will not, without the approval of the other Lead Stockholder, include its Registrable Securities in a registration effected by the Company pursuant to Section 2.1(b) of the Registration Rights Agreement during the three year period following the date of this Agreement.

  • Each of the Stockholders hereby designates and appoints (and each Third Party Transferee of each such Stockholders is hereby deemed to have so designated and appointed) the Lead Stockholders to serve as the representatives of each such Stockholder to administer and make determinations as to matters arising or contemplated by the Securities Purchase Agreement and related documentation, including without limitation indemnification obligations, disputes and other rights and obligations.

  • Prior to consummation of any such transfer other than to an Exempted Transferee, such party shall cause the transferee to execute an agreement in form and substance reasonably satisfactory to the Lead Stockholders, providing that such transferee shall be bound by and shall fully comply with the terms of this Agreement.

  • Each of the Stockholders hereby agrees and acknowledges that the Lead Stockholders shall be the only persons authorized to take any action so required, authorized or contemplated by the Securities Purchase Agreement by each such person.

  • To the extent that any Stockholder proposes a transfer pursuant to Section 3.2, such Stockholder shall provide notice to the Lead Stockholders at least ten Business Days prior to the proposed transfer date of the number of Shares proposed to be transferred.

  • Each of the Stockholders hereby agrees and acknowledges that the Lead Stockholders shall be the only persons authorized to take any action so required, authorized or contem plated by the Securities Purchase Agreement by each such person.

  • The Lead Stockholders shall not be obligated to nominate all (or any) of the Nominees they are entitled to nominate pursuant to this Agreement for any election of Directors but the failure to do so shall not constitute a waiver of rights hereunder with respect to future elections.

Related to Lead Stockholders

  • Company Stockholders means the holders of shares of Company Capital Stock.

  • Common Stockholders means holders of shares of Common Stock.

  • Public Stockholders means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including the Sponsor (as defined below) to the extent it acquires such shares of Common Stock in the aftermarket (and solely with respect to such shares of Common Stock). “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day.

  • Major Stockholders means those stockholders owning more than ten percent (10%) of the voting stock of any

  • Parent Stockholders means the holders of Parent Common Stock.

  • Preferred Shareholders means the holders of Preferred Shares.

  • Company Shareholders means holders of Company Shares.

  • Existing Stockholders means the stockholders of the Corporation immediately prior to the IPO as listed on Schedule A (including the Existing Stockholders Representative in its capacity as an Existing Stockholder) together with any Permitted Assignees.

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

  • Initial Shareholders means the Sponsor, the Directors and officers of the Company or their respective affiliates who hold shares prior to the IPO;

  • Public Shareholders means the holders of Ordinary Shares included in the Units issued in the Public Offering; (v) “Public Shares” shall mean the Ordinary Shares included in the Units issued in the Public Offering; (vi) “Trust Account” shall mean the trust account into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Warrants shall be deposited; (vii) “Transfer” shall mean the (a) sale of, offer to sell, contract or agreement to sell, hypothecate, pledge, grant of any option to purchase or otherwise dispose of or agreement to dispose of, directly or indirectly, or establishment or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, and the rules and regulations of the Commission promulgated thereunder with respect to, any security, (b) entry into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any security, whether any such transaction is to be settled by delivery of such securities, in cash or otherwise, or (c) public announcement of any intention to effect any transaction specified in clause (a) or (b); and (viii) “Charter” shall mean the Company’s Amended and Restated Memorandum and Articles of Association, as the same may be amended from time to time.

  • Principal Stockholders CERTAIN TRANSACTIONS," "DESCRIPTION OF SECURITIES," and "SHARES ELIGIBLE FOR FUTURE SALE" have been reviewed by such counsel, and insofar as they refer to statements of law, descriptions of statutes, licenses, rules or regulations or legal conclusions, are correct in all material respects;

  • Majority Stockholders means any Stockholder or combination of Stockholders who at the date of this Agreement own shares of Company Common Stock representing more than two-thirds of the total number of shares of Company Common Stock outstanding at the date of this Agreement.

  • Other Stockholders means persons other than Holders who, by virtue of agreements with the Company, are entitled to include their securities in certain registrations hereunder.

  • Independent Shareholders means holders of Voting Shares, other than:

  • Other Shareholders means persons who, by virtue of agreements with the Company other than this Agreement, are entitled to include their securities in certain registrations hereunder.

  • 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).

  • Principal Shareholders means Xxxx X. Xxxx, Xxx X. Xxxxxxx and Xxxxx X. Xxxxxx, and their respective assignees or successors in interest.

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

  • Controlling Shareholders means controlling shareholders of the Company, as such term is defined in the Ordinance.

  • Initial Stockholders means the stockholders of Holdings who became -------------------- stockholders as of the Closing Date (including employees or directors of Holdings or any Subsidiary who were granted options to purchase stock as of the Closing Date) and any transferees of such stockholders described in clause (i) or (ii) in the definition of Approved Sale.

  • Stockholder Group means the Stockholder and each Person (other than any member of the Company Group) that is an Affiliate of the Stockholder.

  • Existing Shareholders has the meaning set forth in the preamble.

  • Company Securityholders means the Company Stockholders, Company Optionholders and Company Warrantholders, collectively.

  • Selling Stockholders means Purchaser and any other purchaser of Units in the Offering, and their respective successors and assigns.

  • Majority Shareholders means Xxxxxxx X. Xxx and Xxxxxxx X. Xxxxxxx.