Unaffiliated Holders definition

Unaffiliated Holders means holders of Partnership Common Units other than Contributor and its Affiliates.
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Unaffiliated Holders means the holders of Notes, other than those held or owned, beneficially or of record, by the Shareholder or any Shareholder Affiliates.
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Unaffiliated Holders means the holders of issued and outstanding shares of Company Common Stock, excluding shares of Company Common Stock Beneficially Owned by (1) the LJE Parties, (2) the ultimate parent entity of any purchaser party to any Superior Transaction, or its Affiliates or (3) any executive officers or directors of the Company or their Affiliates.
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Examples of Unaffiliated Holders in a sentence

  • The Company and the Partnership desire to resolve or avoid any uncertainties regarding the relative voting rights of the Company, as a holder of Limited Partner Interests, and the Unaffiliated Holders.

  • The Company and the Partnership intend to confer a benefit on the Unaffiliated Holders by granting them the right, enforceable against the Company, to vote to remove the Company as general partner of the Partnership without the necessity of the concurrence of the Company.

  • Accordingly, the Company and the Partnership agree that the Unaffiliated Holders shall be entitled to enforce the provisions of this Agreement at law or in equity as third party beneficiaries of this Agreement.

  • The Company and the Partnership also intend that this benefit cannot be altered or revoked without the approval of a majority in interest of the Unaffiliated Holders as provided in Section 4 of this Agreement.

  • The Company and the Partnership desire to confer upon holders of limited partnership interests or units in the Partnership who are Unaffiliated Holders (as defined below) have voting rights to remove a general partner of the Partnership that are consistent with the Administrative Guidelines for the Registration of Oil and Gas Programs set forth in subsections (f)(1)(C) and (f)(2) of Section 121.8 of the Regulations of the State Securities Board of Texas.

  • The Company and the Partnership are entering into this Agreement, in material part, for the purpose of conferring these benefits on the Unaffiliated Holders.

  • This amount includes the cash to be paid to the Unaffiliated Holders and holders of Company Options, Company Restricted Shares and Company RSUs, as well as the related costs and expenses, in connection with the Merger and the other Transactions.

  • During the Class Period, these Defendants (and Merger Sub, now E-House), engaged in a fraudulent scheme to deprive Unaffiliated Holders of the fair value of their E- House ADS.

  • This Agreement may not be terminated by the parties after the Effective Date without the consent of the holders of a majority of the Shares (exclusive of any Shares not held by Unaffiliated Holders).

  • It is our opinion, subject to the qualifications described in our Opinion Letter, that, as of the date hereof, the Consideration to be received by the Unaffiliated Holders in the Transaction is fair from a financial point of view.


More Definitions of Unaffiliated Holders

Unaffiliated Holders means the holders of issued and outstanding shares of Company Common Stock, excluding shares of Company Common Stock beneficially owned by (1) the LJE Parties, (2) the ultimate parent entity of any purchaser party to any Superior Transaction, or its Affiliates or (3) any officers or directors of the Company or their Affiliates.
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Unaffiliated Holders means Holders other than Affiliated Holders.
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Unaffiliated Holders means any holder of Company Shares (including Company Shares represented by ADSs), other than the holders of the Founder Securities and any other holders of Company Shares which will provide financing to, or hold securities of, one or more members of the Parent Parties prior to, at or after the Closing.
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Unaffiliated Holders means holders of Company voting securities that are not: (i) an affiliate of Mxxxxxx; (ii) a person or entity that directly or indirectly, through one or more intermediaries, controls or is under common control with Mxxxxxx or (iii) a family member of Mxxxxxx, where “family member” means any spouse, ex-spouse, parent, step-parent, grandparent, child, step-child, grandchild, sibling, aunt, uncle, cousin, niece, nephew, father-in-law, mother-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-law, including adoptive relationships. For the avoidance of doubt, but solely for purposes of this Voting Trust Agreement, it is acknowledged by the Beneficiaries that each of SCE, SkyUK, SkyLLC and GSW, as well as Sky Capital Holdings, Inc., are currently affiliates of Mxxxxxx. It is expressly acknowledged by the parties hereto that no voting rights shall pass to any Beneficiary by or under the Voting Trust Certificates or to any transferee or registered holder thereof. For purposes hereof, the Voting Trustee may assume that any and all shares of Company voting stock not held by the Voting Trustee under this Agreement or any other agreement that purports to restrict the voting rights of the Shares are held by Unaffiliated Holders.
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Unaffiliated Holders means the Holders not listed on SCHEDULE A attached hereto (or each individually as appropriate), including their successors and permitted assigns and transferees.
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Unaffiliated Holders means the Convertible Holders other than New Mountain and the Existing Stockholders.
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Related to Unaffiliated Holders

  • Permitted Holders means, at any time, each of (i) the Sponsors, (ii) the Management Group, (iii) any Person that has no material assets other than the Capital Stock of the Issuer and, directly or indirectly, holds or acquires 100% of the total voting power of the Voting Stock of the Issuer, and of which no other Person or group (within the meaning of Section 13(d)(3) or Section 14(d)(2) of the Exchange Act, or any successor provision), other than any of the other Permitted Holders specified in clauses (i) and (ii) above, holds more than 50% of the total voting power of the Voting Stock thereof and (iv) any group (within the meaning of Section 13(d)(3) or Section 14(d)(2) of the Exchange Act, or any successor provision) the members of which include any of the Permitted Holders specified in clauses (i) and (ii) above and that, directly or indirectly, hold or acquire beneficial ownership of the Voting Stock of the Issuer (a “Permitted Holder Group”), so long as (1) each member of the Permitted Holder Group has voting rights proportional to the percentage of ownership interests held or acquired by such member and (2) no Person or other “group” (other than the Permitted Holders specified in clauses (i) and (ii) above) beneficially owns more than 50% on a fully diluted basis of the Voting Stock held by the Permitted Holder Group. Any Person or group whose acquisition of beneficial ownership constitutes a Change of Control in respect of which a Change of Control Offer is made in accordance with the requirements of this Indenture will thereafter, together with its Affiliates, constitute an additional Permitted Holder.

  • Majority Stockholders means any Stockholder or combination of Stockholders who at the date of this Agreement own shares of Company Common Stock representing more than two-thirds of the total number of shares of Company Common Stock outstanding at the date of this Agreement.

  • Initiating Holders means, collectively, Holders who properly initiate a registration request under this Agreement.

  • Selling Holders means, with respect to a specified registration pursuant to this Agreement, Holders whose Registrable Securities are included in such registration.

  • Existing Holders shall have the meaning given in the Preamble.

  • Majority Participating Holders means Participating Holders holding more than 50% of the Registrable Securities proposed to be included in any offering of Registrable Securities by such Participating Holders pursuant to Section 2.1 or Section 2.2.

  • Participating Holders means all Holders of Registrable Securities which are proposed to be included in any offering of Registrable Securities pursuant to Section 2.1 or Section 2.2.

  • Permitted Holder Group shall have the meaning assigned to such term in the definition of “Permitted Holders.”

  • Unaffiliated Director means, for purposes of this Code, a director or honorary director of the Fund who is not a director, officer or employee of the Adviser or an affiliate thereof.

  • Acting Holders means, at the time of determination, Holders of at least 40% of the outstanding CVRs as set forth on the CVR Register.

  • Existing Stockholders means the WCAS Securityholders and their Affiliates.

  • Majority Holders means at any time Holders representing a majority of the Registrable Securities.

  • Key Holder Registrable Securities means (i) the shares of Common Stock held by the Key Holders, and (ii) any Common Stock issued as (or issuable upon the conversion or exercise of any warrant, right, or other security that is issued as) a dividend or other distribution with respect to, or in exchange for or in replacement of such shares.

  • Initiating Holder has the meaning set forth in Section 2.01(a).

  • Majority Stockholder means, collectively or individually as the context requires, TPG Capital, L.P., Apollo Global Management, LLC and/or their respective affiliates.

  • Major Stockholders means those stockholders owning more than ten percent (10%) of the voting stock of any

  • Registrable Securities means all of the Shares and the Warrant Shares, together with any shares of Common Stock issued or issuable upon any stock split, dividend or other distribution, recapitalization or similar event with respect to the foregoing.

  • Permitted Holder means (a) Xxxxxxx X. Xxxxxxx, (b) any of his immediate family members or his or their respective heirs by operation of law, will or intestacy or (c) any trust, corporation, partnership or other entity, the beneficiaries, stockholders, partners, owners or Persons beneficially holding a 50.1% or more controlling interest of which consist of Xxxxxxx X. Xxxxxxx and/or his immediate family members.

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

  • Investor Registrable Securities means (i) any Common Equity held (directly or indirectly) by an Investor or any of its Affiliates, and (ii) any equity securities of the Company or any Subsidiary issued or issuable with respect to the securities referred to in clause (i) above by way of dividend, distribution, split or combination of securities, or any recapitalization, merger, consolidation or other reorganization.

  • Requesting Holders shall have the meaning given in Section 2.1.5.

  • Excluded Holder means (a) any Person who at the time this Plan was adopted was the beneficial owner of 20% or more of the outstanding Common Stock; or (b) the Company, a Subsidiary or any Employee Benefit Plan of the Company or a Subsidiary or any trust holding Common Stock or other securities pursuant to the terms of an Employee Benefit Plan.

  • Existing Holder means a Broker-Dealer or any such other Person as may be permitted by the Corporation that is listed as the holder of record of shares of AMPS in the Stock Books.

  • Electing Holder means any holder of Registrable Securities that has returned a completed and signed Notice and Questionnaire to the Company in accordance with Section 3(d)(ii) or 3(d)(iii) hereof.

  • Registrable Shares means the Common Stock owned by the Holders, whether owned on the date hereof or acquired hereafter; provided, however, that shares of Common Stock that, pursuant to Section 3.1, no longer have registration rights hereunder shall not be considered Registrable Shares.

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