Stockholder Liabilities definition

Stockholder Liabilities means all Liabilities relating to, arising out of or resulting from stockholder litigation or controversies arising out of or relating to actions or omissions occurring prior to the Effective Time, to the extent unresolved prior to the Effective Time and any amount paid or payable after the Effective Time by Lumentum or any member of the JDSU Group in respect of such Liabilities.
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Stockholder Liabilities means all amounts owed to Stockholders arising from loans, payroll or otherwise arising prior to Closing.
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Stockholder Liabilities means all amounts owed to Stockholders arising from loans, payroll or otherwise arising prior to Closing. “Stockholder Representative” is defined in S ection 8.11.
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Examples of Stockholder Liabilities in a sentence

  • Admission of Substitute Stockholder; Liabilities 26 Section 4.11.

  • Section 3.28 of the Disclosure Schedules sets forth two separate true and correct lists of all Indebtedness and all Stockholder Liabilities of MD Office as of the date hereof.

  • All indemnification by a Stockholder hereunder for Special Stockholder Liabilities for Non-Escrowed Amounts (to the extent not satisfied in the manner specified in the preceding sentence) shall be effected, subject to the limitations of this Agreement, by payment of cash or delivery of a cashier's or certified check in the amount of the indemnification liability.

  • S ection 3.28 of the Disclosure Schedules sets forth two separate true and correct lists of all Indebtedness and all Stockholder Liabilities of MD Office as of the date hereof.

Related to Stockholder Liabilities

  • Other Liabilities means any obligation on account of (a) any Cash Management Services furnished to any of the Loan Parties or any of their Subsidiaries and/or (b) any Bank Product furnished to any of the Loan Parties and/or any of their Subsidiaries.

  • 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.

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

  • Senior Liabilities means the Senior Lender Liabilities and the Hedging Liabilities.

  • Indemnifiable Liabilities and "Indemnifiable Amounts" shall have the meanings ascribed to those terms in Section 3(a) below.

  • 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).

  • Company Indemnified Person means (a) any Administrator; (b) any Affiliate of any Administrator; (c) any officers, directors, shareholders, members, partners, employees, representatives or agents of any Administrator; or (d) any officer, employee or agent of the Trust or its Affiliates.

  • Jointly Indemnifiable Claims shall be broadly construed and shall include, without limitation, any claim, demand, action, suit or proceeding for which the Covered Person shall be entitled to indemnification or advancement of Expenses from both (i) the Company and/or any Controlled Entity pursuant to the Indemnification Sources, on the one hand, and (ii) any Indemnitee-Related Entity pursuant to any other agreement between any Indemnitee-Related Entity and the Covered Person pursuant to which the Covered Person is indemnified, the laws of the jurisdiction of incorporation or organization of any Indemnitee-Related Entity and/or the certificate of incorporation, certificate of organization, bylaws, partnership agreement, operating agreement, certificate of formation, certificate of limited partnership or other organizational or governing documents of any Indemnitee-Related Entity, on the other hand.

  • Dissenting Stockholders shall have the meaning set forth in Section 3.3.

  • Company Indemnitee has the meaning set forth in Section 7.2(b).

  • Company Indemnitees shall have the meaning set forth in Section 5.02.

  • Indemnification Expenses shall have the meaning set forth in Section 6.11(a).

  • Company Indemnified Persons has the meaning set forth in Section 5(a).

  • Company Stockholders means the holders of shares of Company Capital Stock.

  • Existing Stockholders means the WCAS Securityholders and their Affiliates.

  • Investor Parties has the meaning set forth in the Preamble.

  • Jointly Indemnifiable Claim means any Claim for which the Indemnitee may be entitled to indemnification from both an Indemnitee-Related Entity and the Company pursuant to applicable law, any indemnification agreement or the certificate of incorporation, by-laws, partnership agreement, operating agreement, certificate of formation, certificate of limited partnership or comparable organizational documents of the Company and an Indemnitee-Related Entity.

  • Indemnification Claim has the meaning set forth in Section 10.3.

  • Expenses and Liabilities has the meaning assigned to such term in ‎Section 5.4(a).

  • Subordinated Liabilities means liabilities subordinated to the Borrower’s obligations to the Bank in a manner acceptable to the Bank in its sole discretion.

  • Company Indemnified Parties has the meaning specified in Section 7.8(a).

  • Selling Holder Indemnified Persons has the meaning specified therefor in Section 2.09(a) of this Agreement.

  • Retained Liabilities has the meaning set forth in Section 2.4.

  • SpinCo Liabilities shall have the meaning set forth in Section 2.3(a).

  • Indemnification Claim Notice has the meaning set forth in Section 11.3.

  • Excluded Liabilities has the meaning set forth in Section 2.4.