Montpelier Investor Rights Period definition

Montpelier Investor Rights Period means the period of time from the date of this Agreement until the later of the date on which (i) any member of the Montpelier Group Transfers any of its Common Shares other than (A) to a controlled Affiliate of Montpelier or (B) Common Shares held on behalf of third parties or as part of any member of the Montpelier Group’s general investment portfolio or (ii) the Montpelier Group beneficially owns (as defined in Rules 13d-3 and 13d-5 under the Exchange Act) less than 5.0% of the Company’s outstanding Common Shares.

Examples of Montpelier Investor Rights Period in a sentence

  • Promptly upon the end of the Montpelier Investor Rights Period, all obligations of the Company with respect to Montpelier, any Montpelier Director and Montpelier Designee pursuant to this Article IV shall terminate.

  • This Agreement shall terminate upon the later of the expiration of the Montpelier Investor Rights Period or such time as there are no Registrable Securities, except for the provisions of 6.09, 6.10 and this Article VII, which shall survive any such termination.

  • During the Montpelier Investor Rights Period, except as required by the Applicable Requirements, neither the Company nor the Company’s board of directors (or any committee thereof) shall take any action to cause the amendment of the Company’s memorandum of association, bye-laws or other organizational documents in a manner that is inconsistent with, or adverse to, Montpelier’s rights under this Agreement.

  • In the event that clause (i) or (ii) of the immediately preceding sentence is applicable, Montpelier will withdraw the designation of such proposed Montpelier Designee and, so long as the Montpelier Investor Rights Period has not ended, Montpelier will be permitted to designate a replacement therefor (which replacement Montpelier Designee will also be subject to the requirements of this Section 4.01(c)).

  • During the Montpelier Investor Rights Period, except as required by the Applicable Requirements, neither the Company nor the Company’s board of directors (or any committee thereof) shall take any action to cause the amendment of the Company’s memorandum of association, bye-laws or other organizational documents in a manner that is inconsistent with Montpelier’s rights under this Article IV.

Related to Montpelier Investor Rights Period

  • Founder Shares Lock-up Period means, with respect to the Founder Shares, the period ending on the earlier of (A) one year after the completion of the Company’s initial Business Combination and (B) subsequent to the Business Combination, (x) if the closing price of the Common Stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the Company’s initial Business Combination or (y) the date on which the Company completes a liquidation, merger, capital stock exchange, reorganization or other similar transaction that results in all of the Company’s stockholders having the right to exchange their shares of Common Stock for cash, securities or other property.

  • Founder Shares shall have the meaning given in the Recitals hereto and shall be deemed to include the shares of Common Stock issuable upon conversion thereof.

  • Lockup Period has the meaning set forth in Section 2.4(d)(i).

  • Founder Lock-up Period means, with respect to the Founder Shares, the period ending on the earlier to occur of (A) one year after the completion of the Company’s initial Business Combination or earlier if, subsequent to the Company’s initial Business Combination, the last sales price of the Common Stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the Company’s initial Business Combination or (B) the consummation by the Company of any subsequent liquidation, merger, stock exchange or other similar transaction, which results in all of the Company’s stockholders having the right to exchange their shares of the Common Stock for cash, securities or other property.

  • Initial Shares means all of the outstanding shares of Common Stock issued prior to the consummation of the Company’s initial public offering.

  • Investor Rights Agreement means the Investor Rights Agreement, dated as of the date of this Agreement, between the Company and each of the Purchasers, in the form of Exhibit A hereto.

  • Initial Shareholder means any beneficial owner of the Company’s unregistered securities.

  • Founder Shares Purchase Agreement shall have the meaning given in the Recitals hereto.

  • Management Shares means a management share in the capital of the ICAV which shall have the right to receive an amount not to exceed the consideration period for such Management Share.

  • CD&R Investors means, collectively, (i) CD&R Fund VIII, (ii) CD&R Friends & Family Fund VIII, L.P., a Cayman Islands exempted limited partnership, and any successor in interest thereto, and (iii) any Affiliate of any CD&R Investor identified in clauses (i) and (ii) of this definition.

  • Private Placement Lock-up Period means, with respect to Private Placement Warrants that are held by the initial purchasers of such Private Placement Warrants or their Permitted Transferees, and any of the Ordinary Shares issued or issuable upon the exercise or conversion of the Private Placement Warrants and that are held by the initial purchasers of the Private Placement Warrants or their Permitted Transferees, the period ending 30 days after the completion of the Company’s initial Business Combination.

  • Rights Period has the meaning set forth in Section 4.1(b);

  • Lock-Up Shares has the meaning set forth in Section 4.1.

  • Original Shares means, when used in reference to any one or more Stockholders, the Shares held by such Stockholder on November 30, 2010, or any shares or other securities into which or for which such Shares may have been converted or exchanged in connection with any exchange, reclassification, dividend, distribution, stock split, combination, subdivision, merger, spin-off, recapitalization, reorganization or similar transaction.

  • Lock-up Period means the period beginning on the date hereof and continuing through the close of trading on the date that is 90 days after the date of the Prospectus (as defined in the Underwriting Agreement).

  • Principal Stockholder Transferee means any Person who acquires voting stock of the Corporation from the Principal Stockholder (other than in connection with a public offering) and who is designated in writing by the Principal Stockholder as a “Principal Stockholder Transferee.”

  • Class A Shareholder means a holder of Class A Shares;

  • Founders’ Shares means 1,000 shares with a par value of $1 per share, 500 of which were issued to MACRO Securities Depositor, LLC and 500 of which were issued to Claymore Securities, Inc., in exchange for the Initial Deposit.

  • Stockholder Shares means any Common Stock owned by a Stockholder on the date of the closing of the Transactions or hereafter, together with any equity securities issued or issuable directly or indirectly with respect to such Common Stock by way of stock dividend or stock split or in connection with a combination of shares, recapitalization, merger, consolidation or other reorganization.

  • Private Placement Warrants Purchase Agreement shall have the meaning given in the Recitals hereto.

  • Management Stockholder’s Agreement means that certain Management Stockholder’s Agreement between the Optionee and the Company.

  • Initial Holder Limit means a number of the Outstanding shares of Class B Preferred Stock of the Corporation having an Aggregate Value not in excess of the excess of (x) 15% of the Aggregate Value of all Outstanding shares of Equity Stock over (y) the Aggregate Value of all shares of Equity Stock other than Class B Preferred Stock that are Beneficially Owned by the Initial Holder. From the Issue Date, the secretary of the Corporation, or such other person as shall be designated by the Board of Directors, shall upon request make available to the representative(s) of the Initial Holder and the Board of Directors, a schedule that sets forth the then-current Initial Holder Limit applicable to the Initial Holder.

  • Investor Shares shall have the meaning given in the Recitals hereto.

  • Principal Holder means a person who, directly or indirectly, beneficially owns or controls 10% or more of any class of voting securities of the Corporation.

  • Investor Group means the Sponsor and its affiliates, successors and assigns.

  • Registration Period shall have the meaning specified in Section 5(C), below.