Security Holder Derivative Demand definition

Security Holder Derivative Demand means: (1) any written demand by a Security holder of a Company upon the board of Directors, board of managers or supervisory board members of such Company to bring a civil proceeding in a court of law against an Insured Person fora Wrongful Act; or (2) any lawsuit by a Security holder of a Company, brought derivatively on behalf of such Company, against an Insured Person for a Wrongful Act without first making a demand as described in subparagraph (1) above. A Security Holder Derivative Demand shall be deemed to be “first made” against an Insured when such written demand was first received by the Company or such lawsuit was first brought. The Security Holder Derivative Demand must be first received by the Company during the Period of Insurance, or the Extended Reporting Period, if applicable, for or alleging a Wrongful Act taking place before or during the Period of Insurance.
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Security Holder Derivative Demand means a written demand by shareholders of the Company, other than an Executive, made upon its Board of Directors (or similar management body) which seeks to compel the Board of Directors (or similar management body) to bring, on behalf of the Company, a civil proceeding in a court of law against any Executive for such Executive's Wrongful Act.
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Security Holder Derivative Demand means a written demand by one or more security holders of the Company upon the board of directors of the Company to bring a lawsuit against any Insured Person for a Wrongful Act.
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Examples of Security Holder Derivative Demand in a sentence

  • INVESTIGATION EXPENSE COVERAGE The Company will pay, on behalf of an Insured Organization, Investigation Expenses on account of a Security Holder Derivative Action or Security Holder Derivative Demand first made during the Policy Period or any applicable Extended Reporting Period.

  • The Insurer shall pay on behalf of the Company all Security Holder Derivative Demand Investigation Costs as a result of any Security Holder Derivative Demand first made during the Policy Period and reported to the Insurer as required by this Policy.

  • The Company shall also pay on behalf of the Insured Organization Investigation Expense resulting from any Security Holder Derivative Demand first made during the Policy Period, or if exercised, during the Extended Reporting Period or Run-Off Extended Reporting Period, against an Insured Person for Wrongful Acts.

  • The Company will pay on behalf of the Insured Organization, Derivative Investigation Expenses on account of a Security Holder Derivative Demand first made during the Policy Period, or any applicable Extended Reporting Period, for a Wrongful Act occurring before or during the Policy Period.

  • Deliverables (Appendix B – RFP Particulars))Deliverable NameProvider Sentinel SOC Resource ReportFormatWord Document and PDFDescriptionTable with the following rows:1.

  • However, many types of skilled laborers must be recruited from outside the County.

  • The Insurer shall pay on behalf of the Company all Derivative Investigative Costs on account of a Security Holder Derivative Demand first received by the Company during the Policy Period or any applicable Extended Reporting Period, if purchased, for a Wrongful Act taking place before or during the Policy Period.

  • Investigative ExpensesThe insurer will pay investigative expenses the company has incurred during the policy period.The Insurer will pay Investigative Expenses on behalf of the Company on account of a Security Holder Derivative Demand first received by the Company during the Policy Period or Extended Reporting Period, if purchased, for a Management Practices Wrongful Act committed on or after the Retroactive Date, if applicable, and before the end of the Policy Period.With respect to Insuring Agreements 1.

  • The Insurer shall pay on behalf of the Insured Entity all Security Holder Derivative Demand Investigation Costs as a result of any Security Holder Derivative Demand first made during the Policy Period and reported to the Insurer as required by this Policy.

  • Two of the main schemes draw their water from the Kpong reservoir which is linked to the Volta river (which is an international waterway affecting Benin, Togo, Ivory Coast, Burkina Faso and Mali).


More Definitions of Security Holder Derivative Demand

Security Holder Derivative Demand means a written demand by one or more security holders of the Insured Entity upon the board of directors of the Insured Entity to bring a lawsuit against any Insured Person for a Wrongful Act.
Sample 1
Security Holder Derivative Demand means a written demand by one or more security holders of the Insured Organization in their capacity(ies) as such to bring a civil proceeding in a court of law on behalf of, or in the name or right of, the Insured Organization against any Insured Person for a Wrongful Act by an Insured Person, but only if such demand is asserted without the assistance, participation or solicitation of any member of the board of directors, officer, member of the board of managers, or a functional equivalent thereof.
Sample 1
Security Holder Derivative Demand means any written demand by a security holder of an Insured Entity upon the board of directors or management board of such Insured Entity to bring a civil proceeding in a court of law against any Insured Person for a Wrongful Act, provided such demand is brought and maintained without any active assistance or participation of, or solicitation by, any Insured Person.
Sample 1
Security Holder Derivative Demand means a written demand brought and maintained by a security holder of the Insured Organization on behalf of the Insured Organization, made upon the Insured Organization’s board of directors, board of managers, or functional equivalent board, to bring a civil proceeding against an Insured Person for a Wrongful Act committed by such Insured Person, but only if such demand is brought and maintained without the active solicitation, assistance, or participation of an Insured.
Sample 1

Related to Security Holder Derivative Demand

  • Short Derivative Instrument means a Derivative Instrument (i) the value of which generally decreases, and/or the payment or delivery obligations under which generally increase, with positive changes to the Performance References and/or (ii) the value of which generally increases, and/or the payment or delivery obligations under which generally decrease, with negative changes to the Performance References.

  • Security Holder means the holder of a Security.

  • Additional Book Basis Derivative Items means any Book Basis Derivative Items that are computed with reference to Additional Book Basis. To the extent that the Additional Book Basis attributable to all of the Partnership’s Adjusted Property as of the beginning of any taxable period exceeds the Aggregate Remaining Net Positive Adjustments as of the beginning of such period (the “Excess Additional Book Basis”), the Additional Book Basis Derivative Items for such period shall be reduced by the amount that bears the same ratio to the amount of Additional Book Basis Derivative Items determined without regard to this sentence as the Excess Additional Book Basis bears to the Additional Book Basis as of the beginning of such period.

  • Noteholder FATCA Information means, with respect to any Noteholder or Note Owner, information sufficient to eliminate the imposition of, or determine the amount of, U.S. withholding tax under FATCA.

  • Long Derivative Instrument means a Derivative Instrument (i) the value of which generally increases, and/or the payment or delivery obligations under which generally decrease, with positive changes to the Performance References and/or (ii) the value of which generally decreases, and/or the payment or delivery obligations under which generally increase, with negative changes to the Performance References.

  • Serviced Companion Loan Securities Any commercial mortgage-backed securities that evidence an interest in or are secured by the assets of an Other Securitization Trust, which assets include a Serviced Companion Loan (or a portion thereof or interest therein).

  • Serviced Pari Passu Companion Loan Holder A holder of a Serviced Pari Passu Companion Loan.

  • Companion Loan Holder The holder of a Companion Loan.

  • Pari Passu Companion Loan A Companion Loan that, pursuant to the related Loan Documents and/or the related Co-Lender Agreement, is pari passu in right of payment to the related Split Mortgage Loan. The only Pari Passu Companion Loans related to the Trust as of the Closing Date are evidenced by the Notes identified in the Loan Combination Table under the column heading “Pari Passu Companion Loan(s),” each of which Notes evidences a separate Pari Passu Companion Loan.

  • Lead Securitization Noteholder means the holder of the Lead Securitization Note.

  • Companion Loan Holder Representative With respect to each Serviced Companion Loan, any representative appointed by the related Companion Loan Holder.

  • Note A-8 Holder means the Initial Note A-8 Holder or any subsequent holder of Note A-8, as applicable.

  • Collateral Interest Holder means the entity so designated in the Loan Agreement.

  • Lead Securitization Directing Certificateholder means the “Directing Certificateholder” as defined in the Lead Securitization Servicing Agreement.

  • Non-Lead Securitization Noteholder Representative shall have the meaning assigned to such term in the definition of “Non-Lead Securitization Noteholder”.

  • Non-Lead Securitization Noteholder herein shall mean the Non-Lead Securitization Subordinate Class Representative under the related Non-Lead Securitization Servicing Agreement, as and to the extent provided in the related Non-Lead Securitization Servicing Agreement and as to the identity of which the Lead Securitization Noteholder (and the Master Servicer and the Special Servicer) has been given written notice. The Lead Securitization Noteholder (or the Master Servicer or the Special Servicer acting on its behalf) shall not be required at any time to deal with more than one party exercising the rights of a “Non-Lead Securitization Noteholder” herein or under the Servicing Agreement and, to the extent that the related Non-Lead Securitization Servicing Agreement assigns such rights to more than one party, for purposes of this Agreement, the Non-Lead Securitization Servicing Agreement shall designate one party to deal with the Lead Securitization Noteholder (or the Master Servicer or the Special Servicer acting on its behalf) and provide written notice of such designation to the Lead Securitization Noteholder (and the Master Servicer and the Special Servicer acting on its behalf) (such party, the “Non-Lead Securitization Noteholder Representative”); provided that, in the absence of such designation and notice, the Lead Securitization Noteholder (or the Master Servicer or the Special Servicer acting on its behalf) shall be entitled to treat the last party as to which it has received written notice as having been designated as the Non-Lead Securitization Noteholder Representative with respect to such Non-Controlling Note for all purposes of this Agreement. Prior to Securitization of any Non-Lead Securitization Note by the Non-Lead Securitization Noteholder (including any New Notes), all notices, reports, information or other deliverables required to be delivered to such Non-Lead Securitization Noteholder pursuant to this Agreement or the Servicing Agreement by the Lead Securitization Noteholder (or the Master Servicer or the Special Servicer acting on its behalf) only need to be delivered to each Non-Lead Securitization Noteholder Representative and, when so delivered to each Non-Lead Securitization Noteholder Representative, the Lead Securitization Noteholder (or the Master Servicer or the Special Servicer acting on its behalf) shall be deemed to have satisfied its delivery obligations with respect to such items hereunder or under the Servicing Agreement. Following Securitization of any Non-Lead Securitization Notes by the Non-Lead Securitization Noteholder, all notices, reports, information or other deliverables required to be delivered to such Non-Lead Securitization Noteholder pursuant to this Agreement or the Servicing Agreement by the Lead Securitization Noteholder (or the Master Servicer or the Special Servicer acting on its behalf) shall be delivered to the related Non-Lead Master Servicer and the related Non-Lead Special Servicer (who then may forward such items to the party entitled to receive such items as and to the extent provided in the related Non-Lead Securitization Servicing Agreement) and, when so delivered to the related Non-Lead Master Servicer and the related Non-Lead Special Servicer, the Lead Securitization Noteholder (or the Master Servicer or the Special Servicer acting on its behalf) shall be deemed to have satisfied its delivery obligations with respect to such items hereunder or under the Servicing Agreement.

  • Serviced Pari Passu Companion Loan A Pari Passu Companion Loan that is part of a Serviced Loan Combination. With respect to each Servicing Shift Mortgage Loan and the related Servicing Shift Loan Combination, each related Pari Passu Companion Loan will cease to be a Serviced Pari Passu Companion Loan on and after the related Servicing Shift Date.

  • Lead Securitization Subordinate Class Representative means the “Controlling Class Representative” as defined in the Lead Securitization Servicing Agreement or such other analogous term used in the Lead Securitization Servicing Agreement.

  • Companion Loan As defined in the Preliminary Statement.

  • Lead Securitization Controlling Class Representative means the “Controlling Class Representative” as defined in the Lead Securitization Servicing Agreement.

  • Note A-7 Holder means the Initial Note A-7 Holder or any subsequent holder of Note A-7, as applicable.

  • Derivative Counterparty means any party to any Derivative Agreement other than the Issuer or the Indenture Trustee.

  • Exempt commercial purchaser means any person purchasing commercial insurance that, at the time of placement, meets the following requirements:

  • Derivative Security means any right, option, warrant or other security convertible into or exercisable for Common Stock.

  • OTC derivative or ‘OTC derivative contract’ means a derivative contract the execution of which does not take place on a regualted market as within the meaning of Article (4)(l)(14) of Directive 2004/39/EC or on a third-country market considered as equivelant to a regulated market in accordance with Article 19(6) of Directive 2004/39/EC;

  • Lead Securitization Note means the Note included in the Lead Securitization.