Substantial Stockholders definition

Substantial Stockholders means LLLP, each member of the Fasteau Group, Progressive, and ▇▇▇▇ (and any Affiliate or Family Affiliate, as applicable, thereof to whom Shares are transferred by any such Stockholder, or by any Affiliate or Family Affiliate thereof, in accordance with this Agreement after the date hereof). A Stockholder shall cease to be a Substantial Stockholder when such Stockholder ceases to own any Shares.
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Examples of Substantial Stockholders in a sentence

  • Accordingly, each of the Substantial Stockholders agree that if it breaches or threatens breach of any provision of this Article 7, Buyer shall be entitled to seek, in addition to any other right or remedy otherwise available, injunctive relief restraining such breach or threatened breach and to specific performance of any such provision of this Article 7.

  • Any sale of such securities by the Company without first giving the Substantial Stockholders the rights described in this Section 3.6 shall be void and of no force and effect.

  • The prohibitions in each of Sections 7.1(a)(i) to 7.1(a)(iv) shall be deemed, and shall be construed as separate and independent agreements between Buyer and each of the Substantial Stockholders.

  • Notwithstanding the foregoing, (i) the authorization or issuance of new shares of the Company's capital stock, (ii) any public offering of any of the Company's Shares, (iii) any amendment to effect the provisions of Section 1.1, and (iv) any conversion of Series A Preferred Stock to Common Stock that are in accordance with the terms and provisions of this Agreement shall not require the consent of the Substantial Stockholders under this subsection.

  • Subject to Section 4.5, the Company covenants that, without the prior written approval of all of the Substantial Stockholders, it shall not issue or cause to be issued at any time on or prior to the Public Float Date any Shares to any Person, unless as a condition to such issuance such Person agrees to become a party to this Agreement and to be bound by all the obligations of a Stockholder, as the case may be, under this Agreement.

  • The parties agree that the covenants of each of the Substantial Stockholders not to compete contained in this Article 7 may be assigned by Buyer to any Person to whom may be transferred the Company by the sale or transfer of its business and assets or otherwise.

  • To the extent that the Company offers two or more classes of securities in connection with an issuance, Substantial Stockholders must purchase their pro rata portion of all such classes of securities and will not be given the opportunity to purchase only one class of the securities being offered.

  • Any Proposed Securities offered or sold by the Company after such ninety (90) day period must be reoffered to the Substantial Stockholders pursuant to this Section 3.6.

  • In addition, if the Company proposes to enter into a transaction which would (solely as a result of such transaction and not as a result of an action or fact specific to any Substantial Stockholder) result in the loss of benefits under Section 1202 of the Code to such Substantial Stockholders, the Company will promptly notify the Substantial Stockholders prior to the implementation of such proposed transaction.

  • It is the Parties’ intention that these covenants of each of the Substantial Stockholders shall inure to the benefit of any Person that may succeed to the Company or the Company’s business (as acquired by Buyer under this Agreement) with the same force and effect as if these covenants were made directly with such successor.

Related to Substantial Stockholders

  • Substantial Stockholder means any Participant who at the time of grant owns directly or is deemed to own by reason of the attribution rules set forth in Section 424(d) of the Code, Shares possessing more than 10% of the total combined voting power of all classes of stock of HSI.

  • substantial shareholder means a person who is entitled to exercise, or to control the exercise of, 10% or more (or such other percentage as may be prescribed by the Listing Rules) of the voting power at any general meeting of the Company;

  • Initial Stockholder means any beneficial owner of the Company’s unregistered securities.

  • Initial Stockholders means the Sponsor and any other holder of Founder Shares immediately prior to the Public Offering; (v) “Private Placement Warrants” shall mean the warrants to purchase up to 5,250,000 shares of Common Stock of the Company (or 5,700,000 shares of Common Stock if the over-allotment option is exercised in full) that the Sponsor has agreed to purchase for an aggregate purchase price of $5,250,000 in the aggregate (or $5,700,000 if the over-allotment option is exercised in full), or $1.00 per warrant, in a private placement that shall occur simultaneously with the consummation of the Public Offering; (vi) “Public Stockholders” shall mean the holders of securities issued in the Public Offering; (vii) “Trust Account” shall mean the trust fund into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Warrants shall be deposited; and (viii) “Transfer” shall mean the (a) sale or assignment of, offer to sell, contract or agreement to sell, hypothecate, pledge, grant of any option to purchase or otherwise dispose of or agreement to dispose of, directly or indirectly, or establishment or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section 16 of the Exchange Act and the rules and regulations of the Commission promulgated thereunder with respect to, any security, (b) entry into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any security, whether any such transaction is to be settled by delivery of such securities, in cash or otherwise, or (c) public announcement of any intention to effect any transaction specified in clause (a) or (b).

  • Principal Stockholders shall have the meaning set forth in the preamble.