ProFound Shareholders definition

ProFound Shareholders means the holders of ProFound Common --------------------- Stock.
Sample 1
ProFound Shareholders or “Shareholders” means the holders of Profound Shares;
Sample 1

Examples of ProFound Shareholders in a sentence

  • In lieu of delivering to the ProFound Shareholders certificates for the full number of shares of Maxygen Common Stock provided for in Section 2.1, at the Closing Maxygen shall deliver pursuant to the escrow agreement substantially in the form attached hereto as Exhibit 3.1 (the "Escrow Agreement") 140,728 shares of Maxygen Common Stock (the "Escrow Shares") to Maxygen as escrow agent (the "Escrow Agent").

  • Maxygen and Holdings shall have delivered to ProFound and the ProFound Shareholders a legal opinion of Xxxxxx Xxxxxx White & XxXxxxxxx LLP, dated the Closing Date and addressed to ProFound and the ProFound Shareholders, as to the matters set forth on Exhibit 10.9.

  • Without limiting the generality of anything contained in Section 13.6 (Public Announcements), on and at all times after the Closing Date, each ProFound Shareholder shall keep confidential, and shall not use or disclose to any other Person, any non-public document or other non-public information in such ProFound Shareholders' possession that relates to the business of Maxygen, Holdings or ProFound.

  • In accordance with clause (i) of Section 13.14, this Amendment No. 1 is being signed for the ProFound Shareholders by ProFound Shareholders holding a majority of the outstanding shares of ProFound Common Stock.

  • The ProFound Shareholders acknowledge and agree that the Escrow Shares shall severally and jointly secure the indemnification obligations set forth in Section 12.

  • Such ProFound Shareholder is acquiring the Maxygen securities for investment, for its own account and not with a view to distribution, it being understood that some of the ProFound Shareholders may sell some of their shares of Maxygen Common Stock to Maxygen.

  • The ProFound Shareholders, on their behalf and on behalf of the ProFound Securityholders, acknowledge and agree that they, and not ProFound, Maxygen or Holdings, shall be responsible for the accuracy of the contents of the application.

  • ProFound and the ProFound Shareholders shall have taken all necessary corporate or other actions to consummate the transactions contemplated hereby and shall have performed and complied in all material respects with each covenant, agreement and condition required by this Agreement to be performed or complied with by it at or prior to the Closing.

  • This Agreement may not be amended except by a written agreement executed by Maxygen, Holdings, ProFound and either (i) ProFound Shareholders holding a majority of the shares of ProFound Common Stock just before the Closing or (ii) the Securityholder Representative.

  • By Maxygen or ProFound (on behalf of the ProFound Shareholders) if a Governmental Authority shall have issued a nonappealable final Order or taken any other action having the effect of permanently restraining, enjoining or otherwise prohibiting either of the Exchanges or any other transaction contemplated hereby.

Related to ProFound Shareholders

  • Major Shareholders Means a person who has an interest or interests in one or more

  • Target Shareholders means the holders of Target Shares;

  • Company Shareholders means holders of Company Shares.

  • Scheme Shareholders means the registered holders of Scheme Shares at the relevant time.

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

  • 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;

  • Minority Shareholders means holders of Shares that were not tendered pursuant to the Offer or in the Subsequent Offering Period (as it may be extended by the Minority Exit Offering Period).

  • Selling Shareholders sections in substantially the form attached hereto as Exhibit B. The Company shall use its reasonable best efforts to have the Initial Registration Statement declared effective by the SEC as soon as practicable, but in no event later than the Initial Effectiveness Deadline. By 9:30 a.m. New York time on the Business Day following the Initial Effective Date, the Company shall file with the SEC in accordance with Rule 424 under the 1933 Act the final prospectus to be used in connection with sales pursuant to such Initial Registration Statement.

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

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

  • Preferred Shareholders means the holders of Preferred Shares.

  • 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.

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

  • Majority Shareholder means a holder of more than fifty percent (50%) of the outstanding stock of the Company, or if no person holds more than fifty percent (50%) of the outstanding stock of the Company, the holder of a plurality of the outstanding stock of the Company.

  • 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.

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

  • Major Shareholder means a shareholder who directly or indirectly holds 10% or more of the voting rights.

  • Company Shareholder means a holder of one or more Company Shares;

  • 10% Shareholder means a person who owns, directly or indirectly, stock possessing more than 10% of the total combined voting power of all classes of stock of the Company or any Parent or Subsidiary of the Company. Indirect ownership of stock shall be determined in accordance with Code Section 424(d).

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

  • Scheme Shareholder means a person who is registered in the Register as the holder of one or more Scheme Shares as at the Record Date.

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

  • Ordinary Shareholders means the holders of the Ordinary Shares of the Company.

  • Preferred Shareholder means any holder of Preferred Shares.