Permitted Sharp Transferee definition

Permitted Sharp Transferee means a Member of the Sharp Family or a bona fide financial institution that has been granted a security interest in Securities by Triples or a Member of the Sharp Family which institution takes such interest subject to this Agreement.
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Examples of Permitted Sharp Transferee in a sentence

  • If HRHCO wishes to exercise the right of concurrent sale in this Section 4.4, then it shall do so by notice to Triples or Permitted Sharp Transferee prior to the expiration of the HRHCO Election Period or HRHCO Change of Control Election Period, as the case may be.

  • If no sale to, and purchase by, a third party takes place within such ninety (90) day period, Triples or the Permitted Sharp Transferee may not thereafter transfer such Securities without again following and being subject to this Section 4.3.

  • In the event that no such election is made by HRHCO, Triples or the Permitted Sharp Transferee shall be free to offer such Securities to a third party (a "Third Party Offer") on terms and at a price no less favourable to Triples or the Permitted Sharp Transferee than the terms and price offered to HRHCO, provided that any sale to a third party must be consummated within ninety (90) days from the end of the HRHCO Election Period.

  • If Triples or a Permitted Sharp Transferee makes a Third Party Offer or a Third Party Offer for Control pursuant to Section 4.3 hereof, HRHCO shall have the right, at its sole option, to require that a proportionate amount of the Securities held by HRHCO be included in any sale to a third party on the same terms and conditions as those contained in the Third Party Offer or a Third Party Offer for Control.

  • If Triples or a Permitted Sharp Transferee makes a Third Party Offer or a Third Party Offer for Control pursuant to Section 4.3 hereof, HRHCO shall have the right, at its sole option, to require that a proportionate amount of the Securities held by HRHCO be included in any sale to a third party on the same terms and conditions as those contained in the Third party Offer or a Third Party Offer for Control.

Related to Permitted Sharp Transferee

  • Permitted Transferee Any Transferee of a Residual Certificate other than a Disqualified Organization or Non-United States Person.

  • Approved Transferee means (a) a “qualified institutional buyer” (“QIB”) as defined in Rule 144A promulgated under the Securities Act that is a financial institution or commercial bank having capital and surplus of $5,000,000,000 or more, (b) an affiliate of the Funding Lender, or (c) a trust or custodial arrangement established by the Funding Lender or one of its affiliates the beneficial interests in which will be owned only by QIBs.

  • Prospective Transferee means any person to whom a Key Holder proposes to make a Proposed Key Holder Transfer.

  • 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.”

  • Permitted Transfer has the meaning set forth in Section 10.02.

  • Transferee Any Person who is acquiring by Transfer any Ownership Interest in a Certificate.

  • Eligible Transferee means and include a commercial bank, financial institution or other "accredited investor" (as defined in Regulation D of the Securities Act).

  • Authorized Transferee means a Qualified Trust of Xxxxx X. Xxxxxx or of any member of a Family Group that (a) would be a Permitted Transferee of the Partner engaging in a Transfer of Partnership Interests under the Certificate of Incorporation of each Company in which the Partnership owns Class B Shares, if such Partner were Transferring Class B Shares instead of Partnership Interests; (b) is eligible to be a Partner of the Partnership without causing any Class B Shares then held by the Partnership to be converted into Class A Shares pursuant to the applicable Certificate of Incorporation; and (c) is a Participating Stockholder of each Company whose Class B Shares are owned by the Partnership, but only if such Qualified Trust (i) is a Partner immediately prior to the Transfer of Partnership Interests to such Qualified Trust or (ii) prior to or simultaneously with such Transfer, executes and delivers to the Partnership a counterpart of this Agreement, executed by the trustee of such Qualified Trust, agreeing to be subject to the restrictions and obligations of a Partner hereunder and to hold all Partnership Interests then owned or later acquired by such Qualified Trust in accordance with the terms of this Agreement, such counterpart to be substantially in the form of Exhibit 1 hereto. In particular, a Qualified Trust may not necessarily qualify under clauses (a) and (b) above. Therefore, care must be given to ensure that, for purposes of determining whether a Qualified Trust is an Authorized Transferee, such Qualified Trust qualifies under clauses (a) and (b) above. In addition, an “Authorized Transferee” of a General Partnership Interest also includes a “Qualified Entity” (defined in Section 1.18 below).

  • Permitted Transfers has the meaning set forth in Section 4.2.17(d).

  • Purported Record Transferee means, with respect to any purported Transfer (or other event) which results in a transfer to a Trust, as provided in Section 7(b)(ii) of these Articles Supplementary, the record holder of the Series A Preferred Stock if such Transfer had been valid under Section 7(b)(i) of these Articles Supplementary.

  • Permitted Transferees means a person or entity to whom a Holder of Registrable Securities is permitted to transfer such Registrable Securities prior to the expiration of the Founder Shares Lock-up Period or Private Placement Lock-up Period, as the case may be, under the Insider Letter and any other applicable agreement between such Holder and the Company, and to any transferee thereafter.

  • Transfer Shares has the meaning ascribed to such term in Section 6.2(a)

  • Permitted Assignee means (a) with respect to a partnership, its partners or former partners in accordance with their partnership interests, (b) with respect to a corporation, its stockholders in accordance with their interest in the corporation, (c) with respect to a limited liability company, its members or former members in accordance with their interest in the limited liability company, (d) with respect to an individual party, any Family Member of such party, (e) an entity that is controlled by, controls, or is under common control with a transferor, or (f) a party to this Agreement.

  • Proposed Transferee has the meaning set forth in Section 2.4(a).

  • Subsequent Transferee has the meaning set forth in Section 4.06(b).

  • Transferring Shareholder has the meaning set out in Section 6.1;

  • Transfer Stock means shares of Capital Stock owned by a Key Holder, or issued to a Key Holder after the date hereof (including, without limitation, in connection with any stock split, stock dividend, recapitalization, reorganization, or the like), but does not include any shares of Preferred Stock or of Common Stock that are issued or issuable upon conversion of Preferred Stock.

  • 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.

  • Permitted Holder means (a) Xxxxxxx X. Xxxxxxx, (b) any of his immediate family members or his or their respective heirs by operation of law, will or intestacy or (c) any trust, corporation, partnership or other entity, the beneficiaries, stockholders, partners, owners or Persons beneficially holding a 50.1% or more controlling interest of which consist of Xxxxxxx X. Xxxxxxx and/or his immediate family members.

  • Transferring Stockholder has the meaning assigned to such term in Section 3.4(a).

  • Non-Permitted Transferee A Person other than a Permitted Transferee.

  • 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.

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

  • Restricted Stock Purchase Right means a right to purchase Stock granted to a Participant pursuant to Section 8.

  • Qualified Transferee means an “accredited investor” as defined in Rule 501 promulgated under the Securities Act.

  • 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;