Major Shareholder Sample Clauses

Major Shareholder. 16 material..............................................................46 material adverse change...............................................68 material adverse effect...............................................68 Merger.................................................................1
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Major Shareholder. The Purchaser is a major shareholder of the Company and in such capacity the Purchaser acknowledges that he is familiar with the Company’s business, financial conditions and prospects and that he enters into this Agreement only in reliance on the information and data known to him as stated above. The Purchaser further confirms that he is not relying on any oral or written representations, warranties or other assurances from the Banks with respect to the Company or its business, operations, prospects, or financial affairs.
Major Shareholder. COMPANY: Spectrx, Inc. ----------------------------- Mark Xxxxxxx Xx. of Common Shares: 434,143 By: ------------------------------------- Address: Title: --------------------- ------------------------------------- --------------------- Address: 2518 Xxxxxx Xxxxx Xxxxxxx, XX 00000 EXHIBIT I IGNOTZ AGREEMENT SPECTRX, INC. STOCK RESTRICTION AND CO-SALE AGREEMENT THIS AGREEMENT is made and entered into this ____ day of January, 1993 by and among Spectrx, Inc. (the "Company") a Delaware corporation, Keitx Xxxxxx (xxe "Major Shareholder"), and the investors set forth on the signature page of this agreement (the "Investors").
Major Shareholder. COMPANY: Spectrx, Inc. ------------------------ Jonaxxxx Xxxxxxxx Xx. of Common Shares: 15,814 By: ----------------------------- Address: Title: ----------------------------- -------------------------- ----------------------------- Address: 2518 Xxxxxx Xxxxx Xxxxxxx, XX 00000 EXHIBIT K EMPLOYMENT AGREEMENT 118 SPECTRX, INC. 6015X Xxxxx Xxxxx Xxxxxxxx, XX 00000 Xanuary 13, 1993 Keitx X. Xxxxxx 00040 Xxxxx Xxxxx Xxxxxxx Xxx Xxxxx, XX 00000 Xxar Keitx: This letter will serve to confirm our discussions relating to your employment by Spectrx, Inc. (the "Company"). This letter, when signed by you, will constitute the agreement between the Company and you concerning your employment by the Company and supersedes all previous agreements and discussions. Your annual salary, payable in accordance with the payroll policies of the Company, will be $135,000. Either you or the Company can terminate this employment relationship at any time without prior notice, for any reason. Neither you nor the Company has to give "cause" for termination. Notwithstanding the foregoing, in the event that your employment by the Company is terminated other than for "cause" prior to twelve months from the closing of the Company's Series A Preferred Stock Financing (the "Anniversary"), you shall be entitled to salary and benefits until the Anniversary. Cause shall mean (i) moral turpitude or conviction of a felony; (ii) material dishonesty, fraud or misrepresentation; (iii) habitual neglect of duty after appropriate warning from the Company; or (iv) failure to promptly relocate to Georgia following the closing of the Company's Series A Preferred Stock Financing. As a condition to your employment, you will be required to execute a Proprietary Information Agreement in the form attached hereto. If you are in agreement with this proposal, please execute the enclosed copy of this letter and return it to me along with the Proprietary Information Agreement which I have enclosed. Sincerely, Acknowledged and Accepted: Mark X. Xxxxxxx, Xxesident By: ---------------------- 119 EXHIBIT L HOLDERS OF COMMON STOCK Number Name of Shares ------------------------ ----------- Mark X. Xxxxxxx 434,143 Scotx X. Xxxxxxxxx 288,395 Thorxxxx Xxxxxx 52,717 Dr. Xxxxxx Xxxxxx 116,288 Dr. Xxxxx Xxxx 38,763 Glen Xxxxxxxx 77,991 Dr. Xxx Xxxxxx 77,991 Electromagnetic 46,515 Sciences Jonaxxxx Xxxxxxxx 15,814 Rick Xxxxxx 34,266 Dan Xxxxx 3,334 Franx Xxxxxx 15,505 Stevx Xxxxxx 15,505 Nelsxx Xxxd 3,876 Charxxx Xxxxxxxx 7,753 Do...
Major Shareholder. Loss involving any person who, at the time of committing an act which results in a Loss, owns or controls more than 5% of issued share capital of any Insured.

Related to Major Shareholder

  • SHAREHOLDER COMMUNICATIONS ELECTION SEC Rule 14b-2 requires banks which hold securities for the account of customers to respond to requests by issuers of securities for the names, addresses and holdings of beneficial owners of securities of that issuer held by the bank unless the beneficial owner has expressly objected to disclosure of this information. In order to comply with the rule, the Custodian needs the Fund to indicate whether it authorizes the Custodian to provide the Fund’s name, address, and share position to requesting companies whose securities the Fund owns. If the Fund tells the Custodian “no”, the Custodian will not provide this information to requesting companies. If the Fund tells the Custodian “yes” or does not check either “yes” or “no” below, the Custodian is required by the rule to treat the Fund as consenting to disclosure of this information for all securities owned by the Fund or any funds or accounts established by the Fund. For the Fund’s protection, the Rule prohibits the requesting company from using the Fund’s name and address for any purpose other than corporate communications. Please indicate below whether the Fund consents or objects by checking one of the alternatives below. YES ¨ The Custodian is authorized to release the Fund’s name, address, and share positions. NO x The Custodian is not authorized to release the Fund’s name, address, and share positions.

  • SELLING SHAREHOLDER Name: Xxxx X. Xxxx, Xx. --------------------------------------- (print or type) Signature: /s/ Xxxx X. Xxxx, Xx. 4/26/99 ---------------------------------- COUNTERPART SIGNATURE PAGE TO STOCK EXCHANGE AGREEMENT Exchanging 150,000 shares of Global Gold, Inc. for 150,000 shares of Delta Common Stock.

  • Warrantholder not a Shareholder Except as may be specifically provided herein, nothing in this Indenture or in the holding of a Warrant Certificate, entitlement to a Warrant or otherwise, shall, in itself, confer or be construed as conferring upon a Warrantholder any right or interest whatsoever as a Shareholder, including, but not limited to, the right to vote at, to receive notice of, or to attend, meetings of Shareholders or any other proceedings of the Corporation, or the right to Dividends and other allocations.

  • The Shareholders Each Shareholder represents and warrants to the Company and the other Shareholders, as of the date of this Agreement, as follows:

  • Stockholder No holder, as such, of any Right Certificate shall be entitled to vote, receive dividends or be deemed for any purpose the holder of the Preferred Shares or any other securities of the Company which may at any time be issuable on the exercise of the Rights represented thereby, nor shall anything contained herein or in any Right Certificate be con- strued to confer upon the holder of any Right Certificate, as such, any of the rights of a stockholder of the Company or any right to vote for the election of directors or upon any matter submitted to stockholders at any meeting thereof, or to give or withhold consent to any corporate action, or to receive notice of meetings or other actions affecting stock- holders (except as provided in Section 25 hereof), or to re- ceive dividends or subscription rights, or otherwise, until the Right or Rights evidenced by such Right Certificate shall have been exercised in accordance with the provisions hereof.

  • SELLING SHAREHOLDERS The common stock being offered by the selling shareholders are those previously issued to the selling shareholders, and those issuable to the selling shareholders, upon exercise of the warrants. For additional information regarding the issuances of those shares of common stock and warrants, see "Private Placement of Common Shares and Warrants" above. We are registering the shares of common stock in order to permit the selling shareholders to offer the shares for resale from time to time. Except for the ownership of the shares of common stock and the warrants, the selling shareholders have not had any material relationship with us within the past three years. The table below lists the selling shareholders and other information regarding the beneficial ownership of the shares of common stock by each of the selling shareholders. The second column lists the number of shares of common stock beneficially owned by each selling shareholder, based on its ownership of the shares of common stock and warrants, as of ________, 2018, assuming exercise of the warrants held by the selling shareholders on that date, without regard to any limitations on exercises. The third column lists the shares of common stock being offered by this prospectus by the selling shareholders. In accordance with the terms of a registration rights agreement with the selling shareholders, this prospectus generally covers the resale of the sum of (i) the number of shares of common stock issued to the selling shareholders in the __________________ and (ii) the maximum number of shares of common stock issuable upon exercise of the related warrants, determined as if the outstanding warrants were exercised in full as of the trading day immediately preceding the date this registration statement was initially filed with the SEC, each as of the trading day immediately preceding the applicable date of determination and all subject to adjustment as provided in the registration right agreement, without regard to any limitations on the exercise of the warrants. The fourth column assumes the sale of all of the shares offered by the selling shareholders pursuant to this prospectus. Under the terms of the warrants, a selling shareholder may not exercise the warrants to the extent such exercise would cause such selling shareholder, together with its affiliates and attribution parties, to beneficially own a number of shares of common stock which would exceed [4.99]% of our then outstanding common stock following such exercise, excluding for purposes of such determination shares of common stock issuable upon exercise of the warrants which have not been exercised. The number of shares in the second column does not reflect this limitation. The selling shareholders may sell all, some or none of their shares in this offering. See "Plan of Distribution." Name of Selling Shareholder Number of shares of Common Stock Owned Prior to Offering Maximum Number of shares of Common Stock to be Sold Pursuant to this Prospectus Number of shares of Common Stock Owned After Offering Annex C THEMAVEN, INC. Selling Stockholder Notice and Questionnaire The undersigned beneficial owner of common stock (the “Registrable Securities”) of TheMaven, Inc., a Delaware corporation (the “Company”), understands that the Company has filed or intends to file with the Securities and Exchange Commission (the “Commission”) a registration statement (the “Registration Statement”) for the registration and resale under Rule 415 of the Securities Act of 1933, as amended (the “Securities Act”), of the Registrable Securities, in accordance with the terms of the Registration Rights Agreement (the “Registration Rights Agreement”) to which this document is annexed. A copy of the Registration Rights Agreement is available from the Company upon request at the address set forth below. All capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Registration Rights Agreement. Certain legal consequences arise from being named as a selling stockholder in the Registration Statement and the related prospectus. Accordingly, holders and beneficial owners of Registrable Securities are advised to consult their own securities law counsel regarding the consequences of being named or not being named as a selling stockholder in the Registration Statement and the related prospectus.

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