Proposing Holder definition

Proposing Holder has the meaning referred to under Section 4.02.(b).
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Proposing Holder means (a) Holders of at least 72% of the outstanding Common Shares or (b) on or after the eighth anniversary of the Closing Date, any Holder who holds Common Shares that Holdings is required to but has failed to redeem pursuant to Section 6.8 of the Securities Purchase Agreement.
Sample 1

Examples of Proposing Holder in a sentence

  • Upon consummation of the Tag-Along Transfer, the Proposing Holder shall remit or arrange for direct transfer to the Requesting Holder that portion of the sale proceeds to which the Requesting Holder is entitled as a result of its participation in the Tag-Along Transfer.

  • If the Dissenting Holder has elected to purchase the Certificates held by the Proposing Holder and its Permitted Transferees, and fails to consummate such purchase for any reason within the period set forth in the preceding sentence, the Proposing Holder shall have the right to purchase all, but not less than all, the Certificates held by the Dissenting Holder and its Permitted Transferees at the price per Certificate stipulated in the Buy/Sell Offer as soon as reasonably practicable.

  • Within fifteen days after receipt of the Proposal, each Holder (including each Proposing Holder) shall notify the Proposal Manager whether it elects to participate in the Proposal and specify the Holder's desired participation percentage in the Proposal.

  • Each Requesting Holder shall effect its participation in a Tag-Along Transfer by promptly delivering to the Holder who proposed the Tag-Along Transfer (the "Proposing Holder"), for transfer to the Third-Party, one or more certificates, properly endorsed for transfer, which represent the Conversion Shares the Requesting Holder has requested be transferred.

  • Each Requesting Holder shall effect its participation in a Tag-Along Transfer by promptly delivering to the Proposing Holder who proposed the Tag-Along Transfer, one or more certificates properly endorsed for transfer for transfer to the Third-Party.

  • The Company may exercise such purchase right by written notice signed by an officer of the Company and delivered to the Proposing Holder within such ten (10) day period.

  • MPU shall have the right to sell in a sale subject to this Section 3 the number of Shares equal to the product obtained by multiplying (x) the number of Shares to be sold by the Proposing Holder MPU by (y) a fraction (A) the numerator of which is equal to the number of Shares held by MPU and (B) denominator of which is equal to the number of Shares of then owned by MPU and the Proposing Holder.

  • Upon consummation of the Tag-Along Transfer, the Proposing Holder shall remit or arrange for direct transfer to the Requesting Holder that portion of the sale proceeds to which the Requesting Holder is entitled by reason of its participation in the Tag-Along Transfer.

  • In the event that the Dissenting Holder fails to make such election within such sixty-day (60) period, the Proposing Holder may then elect whether to buy all, but not less than all, the Certificates held by the Dissenting Holder and its Permitted Transferees or to sell all, but not less than all, the Certificates held by the Proposing Holder and its Permitted Transferees to the Dissenting Holder at the price per Certificate set forth in the Buy/Sell Offer.

  • The Proposed Holder shall have ninety (90) days following the expiration of the Co-Sale Period in which to sell the Shares described in the Sale Notice, on terms not more favorable to the Proposing Holder than those set forth in the Sale Notice.

Related to Proposing Holder

  • Initiating Holder has the meaning set forth in Section 2.01(a).

  • Requesting Holder shall have the meaning given in subsection 2.1.1.

  • Electing Holder means any holder of Registrable Securities that has returned a completed and signed Notice and Questionnaire to the Company in accordance with Section 3(d)(ii) or 3(d)(iii) hereof.

  • Participating Holder means any Holder of Registrable Securities that has returned a completed and signed Notice and Questionnaire to the Company in accordance with Section 2(b) hereof.

  • Requesting Holders shall have the meaning given in Section 2.1.5.

  • Initiating Holders means, collectively, Holders who properly initiate a registration request under this Agreement.

  • Participating Holders means all Holders of Registrable Securities which are proposed to be included in any offering of Registrable Securities pursuant to Section 2.1 or Section 2.2.

  • Demanding Holder shall have the meaning given in subsection 2.1.1.

  • Existing Holder means a Broker-Dealer, or any such other Person that may be permitted by the Trust, that is listed as the holder of record of APS in the Share Books.

  • Takedown Requesting Holder shall have the meaning given in subsection 2.3.3.

  • Selling Holders means, with respect to a specified registration pursuant to this Agreement, Holders whose Registrable Securities are included in such registration.

  • Qualifying Holder shall have the meaning ascribed thereto in Section 12 hereof.

  • Designated Holder means the Holder of Note A-1.

  • Selling Holder means a Holder who is selling Registrable Securities pursuant to a registration statement.

  • Demanding Holders shall have the meaning given in subsection 2.1.1.

  • Proposing Person means (1) the Record Stockholder providing the notice of business proposed to be brought before an annual meeting or nomination of persons for election to the Board at a stockholder meeting, (2) the beneficial owner or beneficial owners, if different, on whose behalf the notice of business proposed to be brought before the annual meeting or nomination of persons for election to the Board at a stockholder meeting is made, and (3) any Associated Person on whose behalf the notice of business proposed to be brought before the annual meeting or nomination of persons for election to the Board at a stockholder meeting is made;

  • Controlling Holder means, as of any date of determination:

  • Existing Holders shall have the meaning given in the Preamble.

  • Majority Participating Holders means Participating Holders holding more than 50% of the Registrable Securities proposed to be included in any offering of Registrable Securities by such Participating Holders pursuant to Section 2.1 or Section 2.2.

  • Acting Holders means, at the time of determination, Holders of at least 40% of the outstanding CVRs as set forth on the CVR Register.

  • Participating Stockholder means a “Participating Stockholder” under the HBB Stockholders’ Agreement, HY Stockholders’ Agreement and NACCO Stockholders’ Agreement, to the extent the Partnership owns HBB Class B Shares, HY Class B Shares or NACCO Class B Shares. A Partner shall cease to be a Participating Stockholder under this Agreement and shall be deemed to be a Former Partner immediately prior to any event or lapse of time that causes such Partner to no longer be a “Participating Stockholder” under such applicable stockholders’ agreements.

  • Participating Underwriter means any of the original underwriters of the Bonds required to comply with the Rule in connection with offering of the Bonds.

  • Proposing Party has the meaning set forth in Section 5.2.2.4(a).

  • Requesting Investor has the meaning set forth in Section 7.5 of the Indenture.

  • Living Holder A Certificate Owner of a Special Retail Certificate other than a Deceased Holder.