Subject Persons definition
Examples of Subject Persons in a sentence
All the terms and provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto, the Subject Persons and their respective successors and permitted assigns, personal representatives, heirs and estates, as the case may be.
For the avoidance of doubt, except as restricted herein or by applicable Law, Investor and the other Investor Parties and the Subject Persons may vote the Common Stock that they Beneficially Own in their sole and absolute discretion.
The Earn-Out Recipient (in such Person’s capacity as Earn-Out Recipient) hereby waives any fiduciary duty or express or implied duty of any of the Subject Persons to the Earn-Out Recipient, except the implied duty of good faith and fair dealing, which shall not be waived.
As used in this Section 2.1(b)(ii): “Target Shares” means the then-outstanding shares of Common Stock not owned by the Investor Parties and the Subject Persons; and “Target Stockholders” means the stockholders of the Company other than the Investor Parties and the Subject Persons.
Each Investor and the Company hereby acknowledge and understand that the Subject Persons have acquired certain Registrable Securities and such Subject Person, or certain of its Affiliates, are lenders to the Company and/or its Affiliates and the potential conflict of interest of the Subject Persons as holders of Registrable Securities and as lenders, or Affiliates of lenders, to the Company and/or its Affiliates and hereby consent thereto.