Shareholder Payments definition

Shareholder Payments means any payment or distribution to or for the benefit of any holder of any class of capital stock of BORROWER with respect to such capital stock, directly or indirectly, whether in cash or in kind, including, without limitation, dividends or payments in redemption or retirement of any stock.
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Shareholder Payments is defined in Section 3.7(f), which for the purposes of ARTICLE 9, excludes payments to consultants and advisers of the Acquired Entities provided that they are not Affiliates of or connected to the Sellers or Xxxxxxx.
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Shareholder Payments means the Management Incentive Program, any Indebtedness repaid to equityholders of the Company in connection with the Transactions and any compensation owed to any director or officer of the Company.
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Examples of Shareholder Payments in a sentence

  • When you call, please have available records or other information as to the exact amount of Shareholder Payments you received at both steps of the LBO.

  • Nothing in this Guarantee Agreement, including but not limited to Sections 6(a) and 6(b), shall limit the Treasury’s rights of subrogation or other rights otherwise available to the Treasury in respect of Designated Shareholder Payments, including, without limitation, any rights of the Treasury to recover from Designated Shareholders payments received in connection with or relating to the Designated Shareholder’s Designated Shares, from a Fund or other parties.

  • Not later than 5 Business Days after the completion of the disbursement of the Designated Shareholder Payments to the Designated Shareholders, the Investment Company, on behalf of the Affected Fund, shall deliver to the Treasury a certificate (the “Certificate of Liquidation and Disbursement”) in the form of Exhibit C.

  • In return for payment of this amount, you will be dismissed with prejudice from the above litigations and will receive full releases of all claims related to your Shareholder Payments by the Trustee Plaintiff, the Noteholder Plaintiffs, and the Retiree Plaintiffs.

  • Should you elect not to settle, Plaintiffs will continue to prosecute the Shareholder Actions against you to the fullest extent of the law, including through the proposed amendment and any pending or future appeals and will seek judgment against you for the full amount of Shareholder Payments you received at Step One and Step Two, plus prejudgment interest (which would continue to accrue), costs and fees from the date of each payment through the date of judgment.

  • These Shareholder Payments were dependent, in part, on continuing employment with the Company or on the achievement of personal performance measures.

  • This includes all claims to recover all Shareholder Payments, and all claims for prejudgment interest, fees and costs.

  • As the selling shareholders meet the criteria of economic interest holders in Huron, the Shareholder Payments and the Employee Payments are imputed to the Company even when the amounts that are reallocated do not differ significantly from ownership percentages at the date of the acquisition by Huron.

  • Nothing in this Guarantee Agreement, including but not limited to Sections 6(a) and 6(b), shall limit the Treasury’s rights of subrogation or other rights otherwise available to the Treasury in respect of Designated Shareholder Payments, including, without limitation, any rights of the Treasury to recover from Designated Shareholders payments received in connection with or relating to the Designated Shareholder’s Designated Shares, from the Fund or other parties.

  • Not later than 5 Business Days after the completion of the disbursement of the Designated Shareholder Payments to the Designated Shareholders, the Fund shall deliver to the Treasury a certificate (the “Certificate of Liquidation and Disbursement”) in the form of Exhibit C.


More Definitions of Shareholder Payments

Shareholder Payments means the Loan Note Amount and the Dividend Amount;
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Shareholder Payments is deleted from Section 1.1 of the Credit Agreement.
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Shareholder Payments shall have the meaning given to such term in Section 7.6.
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Shareholder Payments means the sum of the amounts of dividends, distributions, directors' fees and bonuses paid or made to stockholders in respect of Federal and State estimated income taxes;
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Related to Shareholder Payments

  • Shareholder Loans means any shareholder loan made to the Issuer as debtor, if such loan:

  • Earn-Out Payments has the meaning set forth in Section 2.3(a).

  • Rollover Shareholders means each of Expert Master Holdings Limited, Mr. Longhua Piao and UMW China Ventures (L) Ltd.

  • Shareholder Loan means any shareholder loan to the Borrower that:

  • Shareholder Group means (i) Shareholder and (ii) any Affiliate or Shareholder Family Entity (as defined in the Shareholder's Agreement) of Shareholder (other than the Company).

  • Earnout Payments has the meaning specified in Section 2.7.

  • Fair Share Contribution Amount means, with respect to a Contributing Guarantor as of any date of determination, the maximum aggregate amount of the obligations of such Contributing Guarantor under this Guaranty that would not render its obligations hereunder or thereunder subject to avoidance as a fraudulent transfer or conveyance under Section 548 of Title 11 of the United States Code or any comparable applicable provisions of state law; provided, solely for purposes of calculating the “Fair Share Contribution Amount” with respect to any Contributing Guarantor for purposes of this Section 7.2, any assets or liabilities of such Contributing Guarantor arising by virtue of any rights to subrogation, reimbursement or indemnification or any rights to or obligations of contribution hereunder shall not be considered as assets or liabilities of such Contributing Guarantor. “Aggregate Payments” means, with respect to a Contributing Guarantor as of any date of determination, an amount equal to (1) the aggregate amount of all payments and distributions made on or before such date by such Contributing Guarantor in respect of this Guaranty (including in respect of this Section 7.2), minus (2) the aggregate amount of all payments received on or before such date by such Contributing Guarantor from the other Contributing Guarantors as contributions under this Section 7.2. The amounts payable as contributions hereunder shall be determined as of the date on which the related payment or distribution is made by the applicable Funding Guarantor. The allocation among Contributing Guarantors of their obligations as set forth in this Section 7.2 shall not be construed in any way to limit the liability of any Contributing Guarantor hereunder. Each Guarantor is a third party beneficiary to the contribution agreement set forth in this Section 7.2.

  • Company Shareholders means the registered or beneficial holders of the Company Shares, as the context requires;

  • Common Shareholders means the registered and/or beneficial holders of the Common Shares, as the context requires.

  • Earn-Out Payment has the meaning set forth in Section 2.5(a).

  • Preferred Shareholders means the holders of Preferred Shares.

  • Stockholder Group means the Stockholder and each Person (other than any member of the Company Group) that is an Affiliate of the Stockholder.

  • Shareholder Debt means all present and future moneys, debts and liabilities due, owing or incurred from time to time by the Issuer to any Shareholder Creditor, including any dividends and any advisory, monitoring or management fee.

  • Rollover Shares has the meaning given in the recitals.

  • Per Share Merger Consideration has the meaning set forth in Section 3.1(a).

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

  • 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).

  • Subordinate Voting Shares means the subordinate voting shares in the capital of the Corporation;

  • Earn-Out Shares has the meaning provided in Section 2.2(b).

  • Company Share Plans mean (a) the Company’s Stock Related Award Incentive Plan of 1999, as amended; (b) the Company’s 2010 Stock Incentive Plan, as amended; and (c) the Company’s 2015 Stock Incentive Plan, as amended;

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

  • Common Stockholders means holders of shares of Common Stock.

  • Principal Shareholders means, collectively, Wxxxxxx Xxxxxx, Jxxx Xxxxxx and Dxxxx Xxxxxx.

  • Company Shares means the common shares in the capital of the Company;

  • ASA Shares has the meaning set forth in 2.4(a).

  • Maximum Potential Additional Dividend Liability, as of any Valuation Date, means the aggregate amount of Additional Dividends that would be due if the Corporation were to make Retroactive Taxable Allocations, with respect to any fiscal year, estimated based upon dividends paid and the amount of undistributed realized net capital gains and other taxable income earned by the Corporation, as of the end of the calendar month immediately preceding such Valuation Date and assuming such Additional Dividends are fully taxable.