Selling Security Holders definition

Selling Security Holders means the Investor or its permitted transferees;

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Selling Security Holders section of such documents in the form in which the Purchaser proposes to file them, which sections will be subject to the review of each such Warrantor. Each Warrantor shall provide comments, if any, within three Business Days after the date such materials are provided and the Purchaser shall make appropriate revisions to the “Selling Security Holders” section based upon comments received;

Selling Security Holders shall refer to any persons selling Ordinary Shares in connection with the proposed initial public offering of ordinary shares by the Company. Underwriter or related person. The tern “underwriter or related person” shall be deemed to include underwriters, underwriters’ counsel, financial consultants and advisors, finders, members of the selling or distribution group, any member participating in the initial public offering of ordinary shares by the Company and any and all other persons associated with or related to, and any of the immediate family of, any such persons. The answers to the foregoing questions are true and accurate to the best of my knowledge and belief. I understand that the information I am furnishing to you herein will be used by the Company in the preparation of the Registration Statement and the Company’s application for listing on AMEX. I undertake to notify the Company immediately in the event of any changes in the foregoing answers resulting from any material developments occurring subsequent to the date of completion of this Questionnaire. /s/ W▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ (Signature) Dated: July 12, 2006

Examples of Selling Security Holders in a sentence

• Pursuant to the Registration Rights Agreement, the Company has agreed under certain circumstances to indemnify the Selling Security Holders against certain liabilities.

• The relative benefits received by the Company on the one hand and the Selling Security Holders on the other shall be the net proceeds from the offering (before deducting expenses) received by the Company on the one hand and the Selling Security Holders on the other.

• The relative fault of the Company on the one hand and the Selling Security Holders on the other shall be determined by reference to, among other things, whether the untrue or alleged untrue statement of material fact or the omission or alleged omission to state a material fact relates to information supplied by the Company or by the Selling Security Holders and the parties' relevant intent, knowledge, access to information and opportunity to correct or prevent such statement or omission.

• The Company and the Selling Security Holders agree that it would not be just and equitable if contribution pursuant to this Section were based solely upon the number of entities from whom contribution was requested or by any other method of allocation which does not take account of the equitable considerations referred to above in this Section.

• The Company shall use its good faith reasonable efforts to cause the Warrant Securities covered by such Registration Document to be registered with or approved by such other governmental agencies or authorities of the United States or any State thereof as may be reasonably necessary to enable the Selling Security Holders to consummate the disposition of the Warrant Securities included in the Registration Document.

• Escrow Agent may resign from the performance of its duties hereunder at any time by giving ten (10) days' prior written notice to Principal and Selling Security Holders or may be removed, with or without cause, by Selling Security Holders, acting in writing, at any time by the giving of ten (10) days' prior written notice to Escrow Agent.

• This Escrow Agreement may be changed, waived, discharged or terminated only by a writing signed by Principal, Selling Security Holders and Escrow Agent.

• If, upon presentment for payment, any Cash Investment Instrument is dishonored, Escrow Agent's sole obligation shall be to notify Principal and Selling Security Holders of such dishonor and to return such Cash Investment Instrument to Selling Security Holders to take whatever action it deems necessary.

• Upon receipt of any Cash Investment Instrument that represents payment less than or greater than the Cash Investment, Escrow Agent's sole obligation shall be to notify the Selling Security Holders of such fact and to return such Cash Investment Instrument to the Subscriber.

• Escrow Agent shall have no liability to Principal, Selling Security Holders, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability or claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disbursement of funds held in the Escrow Funds or any delay in or with respect to any other action required or requested of Escrow Agent.

More Definitions of Selling Security Holders

Selling Security Holders shall have the meaning assigned to such term in the first (1st) WHEREAS clause of this Agreement.

Selling Security Holders section based upon comments received;

Selling Security Holders section of such documents in the form in which the Company proposes to file them, which sections will be subject to the review of each such Holder. Each Holder shall provide comments, if any, within two Business Days after the date such materials are provided. The Company shall not file a Registration Statement, any Prospectus or any amendments or supplements thereto in which the “Selling Security Holders” section thereof differ in any material respect from the disclosure received from a Holder in its Selling Holder Questionnaire (as amended or supplemented).

Selling Security Holders section thereof differ in any material respect from the disclosure received from a Holder in its Selling Holder Questionnaire (as amended or supplemented).

Selling Security Holders. (other than a registration statement on a form that does not permit the inclusion of shares by its security holders), the Corporation will give written notice of its determination to the holders of the Registrable Securities. Upon the written request of a holder of Registrable Securities given within 20 days after receipt of any such notice from the Corporation, the Corporation will, except as herein provided, cause all such shares of Registrable Securities for which the holder has requested registration to be included in such registration statement, all to the extent requisite to permit the sale or other disposition by the prospective seller or sellers of the Registrable Securities to be so registered; provided, however, that (i) all such Registrable Securities to be so registered shall be converted into Common Stock prior to sale pursuant to such registration statement, and (ii) nothing herein shall prevent the Corporation from, at any time, abandoning or delaying any such registration initiated by it. If the Corporation determines not to proceed with a registration after the registration statement has been filed with the Commission and the Corporation’s decision not to proceed is primarily based upon the anticipated public offering price of the securities to be sold by the Corporation, the Corporation shall promptly complete the registration for the benefit of those Selling Security Holders who wish to proceed with a public offering of the Registrable Securities and who bear all expenses incurred by the Corporation after the Corporation has decided not to proceed. If any registration pursuant to this Section 9(b) shall be underwritten in whole or in part, the Corporation may require that the Registrable Securities which have been requested to be included pursuant to this Section 9(b) be included in the underwriting on the same terms and conditions as the securities otherwise being sold through the underwriters. If in the good faith judgment of the managing underwriter of a proposed public offering the inclusion of some or all of the Registrable Securities originally covered by a request for registration would reduce the number of shares to be offered by the Corporation or interfere with the successful marketing of the shares of stock offered by the Corporation, the number of shares of Registrable Securities otherwise to be included in the underwritten public offering may be reduced pro rata (by number of shares) among the holders thereof or entirely exc...