Transferring Seller definition

Transferring Seller has the meaning set forth in Section 3.2.
Transferring Seller means a Subject Seller that Transferred any of its Merger Consideration Shares in accordance with Section ‎2(b) or Transferred any of its Holdings Common Interests or Holdings Management Units in accordance with Section ‎2(a).
Transferring Seller means a Seller that Transferred any of its Shares in accordance with Section 2.01(b) or Transferred Oxygen Common Interests, Oxygen Options, Oxygen Profits Interests or Oxygen Converted Common Interests in accordance with Section 2.01(a).

Examples of Transferring Seller in a sentence

  • The consideration to be received by the Tag-Along Party shall be the same form and amount of consideration per Tag-Along Security to be received by the Transferring Seller, and the terms and conditions of the Tag-Along Sale shall be the same as those upon which the Transferring Seller sells its Tag-Along Securities.

  • The Seller shall procure that any Transferring Seller Domain Names that are identified prior to the Closing Date are assigned to a member of the Seller’s Group with effect from the Closing Date on the terms of a Transferring Domain Name Assignment for no additional consideration.

  • And, finally, its derivation from timeless basis is really innovative and striking.

  • Without limiting the generality of the foregoing, in connection with the consummation of the Merger, each Transferring Seller and Parent shall have the right to specifically enforce the Exchange.

  • Each Transferring Seller is currently a stockholder of Bear Data Solutions, Inc., a California corporation (“Target”), and is the owner of the number of shares of common stock, having no par value, of Target (the “Target Common Stock”) set forth opposite such Transferring Seller’s name on Exhibit A attached hereto.

  • Each Transferring Seller hereby represents and warrants that such Transferring Seller has not been induced to agree to and execute this Agreement by any statement, act or representation of any kind or character by anyone, except as contained herein and in the other Transaction Documents.

  • Subject to the terms and conditions of this Agreement, at the Closing each Transferring Seller will sell and transfer its respective portion of the Shares to Buyer, and Buyer will purchase the Shares from Transferring Sellers.

  • The implementation of proposed mitigation measures for identified adverse impacts will minimize as well as mitigate the adverse impacts on environment.

  • TRANSFERRING SELLER: XXXXXXXX XXXXXXXX /s/Xxxxxxxx Xxxxxxxx Address for notice: SIGNATURE PAGE TO COMMON STOCK PURCHASE AGREEMENT SPOUSAL CONSENT The undersigned spouse of Transferring Seller hereby acknowledges that I have read the foregoing Common Stock Purchase Agreement executed by my spouse and that I understand the contents of the Common Stock Purchase Agreement.

  • Parent agrees to review any legal opinion provided by such Transferring Seller for purposes of clause (a)(iii) within five (5) Business Days of receipt of the legal opinion.


More Definitions of Transferring Seller

Transferring Seller has the meaning set forth in Section 2.7(d)(i).
Transferring Seller means any of Jxxxxx X. XxXxxxxxx as Trustee U/A dated February 6, 1998 f/b/o Jxxxxx X. XxXxxxxxx, Jxxxxx X. XxXxxxxxx as Trustee of the Jxxxxx X. XxXxxxxxx 2002 Irrevocable Trust dated October 14, 2002, Exxx X. Xxxxxxxx, Dxxxxx X. Xxxxxxx as Trustee of the Dxxxxx X. Xxxxxxx Revocable Trust dated March 26, 1999, Dxxxxx X. Xxxxxxx as Trustee of the Dxxxxx Xxxxxxx 2002 Irrevocable Trust dated September 24, 2002, and Dxx X. Xxxxxxx as Trustee U/A dated October 20, 1997 f/b/o Dxx X. Xxxxxxx.
Transferring Seller has the meaning set forth in the Purchase Agreement.

Related to Transferring Seller

  • Transferring Stockholder has the meaning assigned to such term in Section 3.4(a).

  • Drag-Along Sellers shall have the meaning set forth in Section 4.2.1.

  • Transferring Shareholder has the meaning set out in Section 6.1;

  • Tag-Along Seller has the meaning set forth in Section 8.5(b).

  • Transferring Member has the meaning set forth in Section 9.4.

  • Selling Member has the meaning set forth in Section 10.5(a).

  • Third Party Purchaser means any Person who, immediately prior to the contemplated transaction, (a) does not directly or indirectly own or have the right to acquire any outstanding Common Stock or (b) is not a Permitted Transferee of any Person who directly or indirectly owns or has the right to acquire any Common Stock.

  • Tag or “RFID tag” means the unique identification number or Radio Frequency Identification (RFID) issued to a licensee by the agency for tracking, identifying and verifying marihuana plants, marihuana products, and packages of marihuana product in the statewide monitoring system.

  • Proposed Transferee has the meaning set forth in Section 2.4(a).

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

  • Transferring Party has the meaning given such term in Section 5.2(b).

  • Transfer Shares has the meaning ascribed to such term in Section 6.2(a)

  • Prospective Purchaser shall have the meaning set forth herein in Section 2.2(a).

  • Selling Stockholder means any Stockholder owning Registrable Shares included in a Registration Statement.

  • Proposed Purchaser shall have the meaning set forth in Section 5.7(a).

  • Offered Shares has the meaning set forth in Section 3.02(a).

  • Purchasing Member has the meaning set forth in Section 9.2(c).

  • 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.

  • Disposing Member is defined in Section 4.1.

  • Direct seller means a person selling consumer products to individuals for personal or household use and not from a fixed retail location, including selling such product at in-home product demonstrations, parties, and other one-on-one selling.

  • Remaining Shares shall have the meaning set forth in Section 2.03(a).

  • Proposed Sale has the meaning set forth in Section 2.4(a).

  • Bona fide purchaser means a purchaser of property for value who was not knowingly a party to fraud or illegality affect- ing the interest of the spouses or other parties to the transaction, does not have notice of an adverse claim by a spouse and acted in the transaction in good faith.

  • Proposed Transfer means any assignment, sale, offer to sell, pledge, mortgage, hypothecation, encumbrance, disposition of or any other like transfer or encumbering of any Transfer Stock (or any interest therein) proposed by any of the Stockholders.

  • Other Shareholders means persons who, by virtue of agreements with the Company other than this Agreement, are entitled to include their securities in certain registrations hereunder.

  • Sale Notice has the meaning set forth in Section 3.04(b).