Non-Sponsor definition
Examples of Non-Sponsor in a sentence
The Attorneys-in-Fact will act for the Non-Sponsor Selling Stockholders in connection with such transactions, and any action under or in respect of this Agreement taken by the Attorneys-in-Fact will be binding upon all the Non-Sponsor Selling Stockholders.
Each Non-Sponsor Holder agrees to execute such other agreements as the Company may reasonably request to further evidence the provisions of this paragraph.
Upon delivering a request to participate in an offering under Section 2.1 or Section 2.2, a Non-Sponsor Holder will, if requested by the Company, execute and deliver a customary custody agreement and power of attorney in form and substance reasonably satisfactory to the Company with respect to such Non-Sponsor Holder’s Registrable Securities to be offered pursuant thereto (a “Custody Agreement and Power of Attorney”).
None of the Investors shall, solely by reason of its ownership or operation of the Project, be subject to regulation as a PUHCA Holding Company that is not entitled to the exemptions and waivers set forth in 18 C.F.R.§366.3, and other than as a result of the Non-Sponsor Investor Status.
Each Non-Sponsor Holder agrees that all material non-public information provided pursuant to or in accordance with the terms of this Agreement shall be kept confidential by the person to whom such information is provided, until such time as such information becomes public other than through violation of this provision.
All actions required to be taken by, or approvals or consents of, the Non-Sponsor Holders under this Agreement (including with respect to any amendments pursuant to Section 3.11) shall be taken by consent or approval by, or agreement of, the holders of a majority of the outstanding Registrable Securities held by the Non-Sponsor Holders, taken together, at such time that provide such consent, approval or action in writing at such time.
The Company will give prompt written notice of a Non-Sponsor Holder Registration Request to the Sponsor Holders.
The Representatives shall have received from each other counsel to one or more Non-Sponsor Selling Stockholders as the Representatives may require, such opinion or opinions, dated such Closing Date, with respect to such matters as the Representatives may require, and the Company shall have furnished to such counsel such documents as they reasonably request for the purpose of enabling them to pass upon such matters.
Following the receipt of a written request (a “Non-Sponsor Holder Registration Request”) for a Non-Sponsor Holder Registration in accordance with this Section 2.2(h), the Company shall use its best efforts to file such Form S-3 registration statement as promptly as practicable and shall use its best efforts to cause such Form S-3 registration statement to be declared effective under the Securities Act as promptly as practicable after the filing thereof.
Pursuant to Section 4.2 of the Registration Rights Agreement, [ ] (the “Assignor”) in its capacity as a Non-Sponsor Holder hereby assigns [in part][or: in full] its rights and obligations under the Registration Rights Agreement to each of [ ], [ ] and [ ] (each, an “Assignee” and collectively, the “Assignees”).