Stock Seller definition

Stock Seller means the PBM Seller and each other Seller that is an owner of the outstanding shares of any Southern Entity.
Stock Seller means Janie D'Addio, her successors axx xxrmitted assigns.
Stock Seller shall be defined as set forth in the initial paragraph to this Agreement.

Examples of Stock Seller in a sentence

  • In making its decision to acquire the Common Stock, Seller has not relied upon any information other than information contained in this Agreement and in the other Offering Documents.

  • The Signature Stock Seller must print his or her name after signing this document and, if applicable, record the job title he or she holds with the Entity he or she is entering to this agreement.

  • If a Business Entity is the acting Seller (as named in the First Section) then, a duly appointed Signature Representative of the Stock Seller should sign this document on its behalf.

  • It is necessary to establish the manner in which the Stock Seller may submit the payment required to purchase the above stock.

  • For so long as the Purchaser holds the Seller Preferred Stock, Seller shall continuously hold in reserve sufficient shares of Seller Common Stock to perform its conversion obligations under the terms of the Seller Preferred Stock.

  • It will also be necessary to present the legal mailing address of the Stock Seller in this section as requested by the second space in this area.

  • Xxxx, Seller and Xxxxxxxx Xxxx, dated as of July 1, 2004) and upon the delivery of and payment for such shares of Stock, Seller will deliver good and marketable title thereto, free and clear of all Liens, Encumbrances and claims whatsoever, and (b) all authorization and approvals required by Law, to sell, transfer and deliver such shares of Stock to Purchaser hereunder.

  • Except for the Stock, Seller does not own any shares of capital stock of the Company.

  • Quiggle felt her initial concern was already covered by Rhineberger.

  • July: New Rwandan Ambassador met the ICTR President, Prosecutor and the Registrar.


More Definitions of Stock Seller

Stock Seller shall also be deemed to refer to Asset Seller solely with respect to ZD Market Intelligence Ltd. (Ireland) and ZD Market Intelligence Espana LLC, two of the Companies, and the sale of the share capital therein. The Asset Seller, through ZD Market Intelligence (the "Division"), and the Stock Seller, through its wholly owned corporations, limited liability companies and other companies listed on Exhibit A hereto (each a "Company" and, collectively, the "Companies"), develop, compile and distribute information on installed and planned technology hardware and software purchases and provide customized service solutions utilizing such information (collectively, the "Business"). The parties have agreed upon the sale to Buyer of all of the assets primarily used in the Business as conducted by the Asset Seller and all of the share capital in the Companies, in each case upon the terms and conditions set forth in this Agreement. Accordingly, it is agreed as follows:
Stock Seller s Closing Balance Sheet" and, collectively with the Asset Seller's Closing Balance Sheet, the "Sellers' Closing Balance Sheets"). Based upon the Stock Seller's Closing Balance Sheet, the parties shall determine the Companies' Working Capital (as hereinafter defined). It is the intention of the parties that the Companies' Working Capital shall be zero at the Closing Date. For this purpose, the "Companies' Working Capital" means (a) the sum of prepaid expenses, net accounts receivable and other current assets of the Companies minus (b) the sum of accounts payable, accrued operating expenses, accrued other expenses and other current liabilities of the Companies. Notwithstanding the foregoing, the Companies' Working Capital shall include deferred revenue associated with (i) Database sales and (ii) unexpired customer license agreements (but only to the extent deferred revenue exceeds the balance as of June 30, 1999) but shall not include retention bonuses and severance arrangements set forth on Schedule 4.19(b) or Excluded Assets of the Companies. The Companies' Working Capital and Division's Working Capital are sometimes individually referred to herein as the "Applicable Working Capital", as the context requires.
Stock Seller means either of them.
Stock Seller means each of such Stock Sellers, individually.
Stock Seller and together with Asset Seller, the "Sellers") and Ziff Xxxxx Media Inc. (formerly WS-ZD Acquisition Inc.) ("Buyer"). Capitalized terms used in this letter agreement (the "Letter Agreement") and not otherwise defined shall have the meanings ascribed to such terms in the Purchase Agreement. On the date of this Letter Agreement, the parties hereto are effecting the Closing of the transactions contemplated by the Purchase Agreement. In connection with the Closing, and as a condition thereto, the parties hereto have made certain other agreements and arrangements which the parties wish to set forth in this Letter Agreement. Sellers and Buyer have agreed as follows:
Stock Seller has the meaning set forth in the preamble to this Agreement.

Related to Stock Seller

  • Seller Shares means all shares of Common Stock of the Company owned as of the date hereof or hereafter acquired by a Common Holder, as adjusted for any stock splits, stock dividends, combinations, subdivisions, recapitalizations and the like.

  • Seller Parent has the meaning set forth in the Preamble.

  • Principal Shareholder means any corporation, Person or other entity which is the beneficial owner, directly or indirectly, of five percent (5%) or more of the outstanding Shares of any class or series and shall include any affiliate or associate, as such terms are defined in clause (ii) below, of a Principal Shareholder. For the purposes of this Section, in addition to the Shares which a corporation, Person or other entity beneficially owns directly, (a) any corporation, Person or other entity shall be deemed to be the beneficial owner of any Shares (i) which it has the right to acquire pursuant to any agreement or upon exercise of conversion rights or warrants, or otherwise (but excluding share options granted by the Trust) or (ii) which are beneficially owned, directly or indirectly (including Shares deemed owned through application of clause (i) above), by any other corporation, Person or entity with which its "affiliate" or "associate" (as defined below) has any agreement, arrangement or understanding for the purpose of acquiring, holding, voting or disposing of Shares, or which is its "affiliate" or "associate" as those terms are defined in Rule 12b-2 of the General Rules and Regulations under the Securities Exchange Act of 1934, and (b) the outstanding Shares shall include Shares deemed owned through application of clauses (i) and (ii) above but shall not include any other Shares which may be issuable pursuant to any agreement, or upon exercise of conversion rights or warrants, or otherwise.

  • Buyer has the meaning set forth in the preamble.

  • Other Sellers shall have the meaning set forth in Section 10.4.

  • Other Selling Stockholders means persons other than Holders who, by virtue of agreements with the Company, are entitled to include their Other Shares in certain registrations hereunder.

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

  • Seller has the meaning set forth in the preamble.

  • The Purchaser means the organization purchasing the Goods, as named in SCC.

  • Selling Shareholder has the meaning set forth in Section 3.04(a).

  • BIDDER/Seller which expression shall mean and include, unless the context otherwise requires, his successors and permitted assigns) of the second part.

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

  • the Seller means the person so described in the Order;

  • Seller Entities means, collectively, Seller and all Seller Subsidiaries.

  • Buyer Entities means, collectively, Buyer and all Buyer Subsidiaries.

  • U.S. Purchaser is (a) any U.S. Person that purchased Units, (b) any person that purchased Units on behalf of any U.S. Person or any person in the United States, (c) any purchaser of Units that received an offer of the Units while in the United States, (d) any person that was in the United States at the time the purchaser’s buy order was made or the subscription agreement for Units was executed or delivered;

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

  • Model 4 seller means a seller that is registered under the agreement and is not a model 1 seller, model 2 seller, or model 3 seller.

  • Acquiror has the meaning specified in the Preamble hereto.

  • Purchaser means the organization purchasing the goods.

  • Buyer Parent has the meaning set forth in the Preamble.

  • Selling Shareholders sections in substantially the form attached hereto as Exhibit B. The Company shall use its reasonable best efforts to have each Additional Registration Statement declared effective by the SEC as soon as practicable, but in no event later than the Additional Effectiveness Deadline. By 9:30 a.m. New York time on the Business Day following the Additional 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 Additional Registration Statement.

  • Retail seller means any person that sells any dangerous drug to consumers without assuming control over and responsibility for its administration. Mere advice or instructions regarding administration do not constitute control or establish responsibility.

  • Contributor means Licensor and any individual or Legal Entity on behalf of whom a Contribution has been received by Licensor and subsequently incorporated within the Work.

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

  • Target Company means each of the Company and its direct and indirect Subsidiaries.