Examples of Xxxxxxxx Stockholders in a sentence
From and after the Closing, the Stockholder Representative will be authorized to act on behalf of the Old Xxxxxxxx Stockholders in accordance with this Agreement.
In such event, Xxxxxxxx (prior to the Effective Time) or the Majority Xxxxxxxx Stockholders (after the Effective Time) will promptly appoint another Stockholder Representative to represent the holders of Xxxxxxxx Shares and the Old Xxxxxxxx Stockholders and give notice of such selection to the Acquiring Parties and the Old Xxxxxxxx Stockholders (after the Effective Time).
Xxxxxxxx agrees to act as the Xxxxxxxx Proxy until such time as a new Xxxxxxxx Proxy is elected by the majority in interest of the Xxxxxxxx Stockholders.
Each of the Xxxxxxxx Stockholders hereby agrees not to assert any claim against, and agrees to indemnify and hold harmless, each Xxxxxxxx Proxy from and against any and all losses incurred by such Xxxxxxxx Proxy or any of his Affiliates, partners, employees, agents, investment bankers or representatives, or any Affiliate of any of the foregoing, relating to such Xxxxxxxx Proxy’s capacity as a Xxxxxxxx Proxy other than such claims or losses resulting from a Xxxxxxxx Proxy’s willful misconduct.
The reasonable cost of such services, to the extent not borne by Xxxxxxxx, xxxx be borne among the Old Xxxxxxxx Stockholders who held Xxxxxxxx Shares immediately prior to the Effective Time, pro rata in accordance with the respective amounts of the Merger Consideration to be received by them in respect of the Xxxxxxxx Shares.
Xxxxxx • Xxxx Xxxxx • Xxxxxx Xxx Xxxxxxxx Stockholders • Alafi Capital Company, LLC • Xxxxx Xxxxx • Xxxxxxxxxxx X.
Xxx Xxxxxxxx Stockholders • Alafi Capital Company, LLC • Xxxxxxxxxxx X.
The reasonable cost of such services, to the extent not borne by Xxxxxxxx, xxxx be borne among the Old Xxxxxxxx Stockholders who held Xxxxxxxx Shares immediately prior to the Merger Effective Time, pro rata in accordance with the respective amounts of the Merger Consideration to be received by them in respect of the Xxxxxxxx Shares.
This Agreement shall amend and restate the Existing Registration Rights Agreement and, as of the date hereof, the Existing Registration Rights Agreement shall terminate and be of no further force and effect, in each case with respect to TD and the Xxxxxxxx Stockholders (as defined in the Existing Registration Rights Agreement).
The Stockholder Representative ------------ ----------- will have the right, in its sole discretion, to resign as the Stockholder Representative (in its capacity as the representative of the holders of Xxxxxxxx Shares or the Old Xxxxxxxx Stockholders) at any time by giving at least 30 days prior written notice to Xxxxxxxx (prior to the Effective Time) and the Acquiring Parties.