Qualified Participation Sample Clauses

Qualified Participation. LESSEE acknowledges that some of the business that may be available to LESSEE under certain Service Agreements may require certain qualifications as a prerequisite to performing the transportation services, and that LESSEE has no claim against COMPANY for its unwillingness to provide him/her access to any such business for which he/she is not qualified.
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Qualified Participation. Each Investor shall have the right to sell up to that number of equity shares equal to the product of (i) the amount of Offered Securities multiplied by (ii) a fraction, the numerator of which is the number of equity shares owned by such Investor on the date of the Transfer Notice, and the denominator of which is the total number of equity shares owned by the Promoters, plus their Permitted Transferees pursuant to Section 4.9 hereof, plus the total number of equity shares owned by the Investors as a group. In the event that Proposed Transferee desires to purchase a number of equity shares different from the amount of the Offered Securities, the amount that the Proposed Transferee desires to purchase shall be substituted for offered Securities in the above equation for the purpose of determining each Investor's participation rights. In the event of Investor participation, the Promoters shall include such Investor equity shares in the sale at the consummation of the sale of the Offered Securities.
Sample 1
Qualified Participation. Each Investor shall have the right to sell up to that number of shares of Common Stock of the Company, or Common Stock equivalents, equal to the product of (i) the amount of Offered Securities multiplied by (ii) a fraction, the numerator of which is the number of Shares owned by such Investor, and the denominator of which is the total number of shares of Common Stock owned by such Founder or Permitted Transferee pursuant to Section 3.2 hereof, plus the total number of Shares owned by the Investors as a group. In the event that Proposed Transferee desires to purchase a number of shares of Common Stock different from the amount of the Offered Securities, the amount that the Proposed Transferee desires to purchase shall be substituted for Offered Securities in the above equation for the purpose of determining each Investor's participation rights. In the event of Investor participation, the Founder shall include such Investor Shares in the sale at the Closing.
Sample 1
Qualified Participation. Each Purchaser (and its permitted ----------------------- transferees) shall have the right to sell up to that number of shares of Common Stock equal to the product of (i) the amount of Offered Securities multiplied by (ii) a fraction, the numerator of which is the number of shares of Common Stock (including Conversion Stock) owned by such Purchaser, and the denominator of which is the total number of shares of Common Stock (including Conversion Stock) owned by the Seller and the Purchasers as a group. In the event that the Proposed Transferee desires to purchase a number of shares of Common Stock different from the amount of the Offered Securities (the "New Amount"), the New Amount shall be substituted for Offered Securities in the above equation for the purpose of determining each Purchaser's participation rights. In the event of Purchaser participation, the amount of Offered Securities which Seller is entitled to sell on Seller's own behalf shall be reduced accordingly, and Seller shall include such Purchaser shares in the sale of the Offered Securities.
Sample 1
Qualified Participation. Each Co-Seller shall have the right to sell up to that number of Ordinary Shares or Preferred Shares equal to the product of (i) the amount of Refused Securities multiplied by (ii) a fraction, the numerator of which is the number of shares of Ordinary Shares and Conversion Shares held by such Co-Seller, and the denominator of which is the total number of shares of Ordinary Shares and Conversion Shares owned by the Seller and the Co-Sellers as a group. In the event of Co-Seller participation, the amount of Offered Securities which Seller is entitled to sell on Seller's own behalf pursuant to this Section 6.2 shall be reduced accordingly, and Seller shall include such Co-Seller shares in the sale of the Offered Securities.
Sample 1
Qualified Participation. If the Proposed Transferee desires to ----------------------- purchase a number of shares of Securities other than the amount originally offered, the amount that the Proposed Transferee desires to purchase shall be substituted for Offered Securities for the purpose of determining each Shareholder's Co-Sale pro rata Portion. In the event of Shareholder --- ---- participation in the Co-Sale described herein, the amount of Offered Securities which the selling Holder is entitled to sell on its own behalf pursuant to Section 4 hereof shall be reduced accordingly, and the selling Holder shall include such other Shareholder's shares in the sale at the closing thereof.
Sample 1
Qualified Participation. If the Proposed Transferee desires to purchase a number of Shares other than such number of Subject Shares as originally offered by the Transferring Shareholder, then the number of Shares that the Proposed Transferee desires to purchase shall be substituted for the number of Subject Shares for purposes of determining the Pro Rata Portion of each of the Non-Transferring Investors (and Google, as applicable) in connection with the Right of Co-Sale. In the event of the Non-Transferring Investors’ (and Google’s, as applicable) participation in the co-sale as described in this Section 5.3, the number of Subject Shares which the Transferring Shareholder is entitled to sell on his/her/its own behalf pursuant to Section 5.2 hereof shall be reduced accordingly, and the Transferring Shareholder shall include such Non-Transferring Investors’ (and Google’s, as applicable) Shares in the sale at the closing thereof.
Sample 1
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Related to Qualified Participation

  • Sub-participation A Lender may sub-participate all or any part of its rights and/or obligations under the Security Documents at its own expense without the consent of, consultation with or notice to, the Borrowers.

  • Company Participation Subject to Section B.6, the Company shall not be liable to indemnify the Indemnitee under this Agreement with regard to any judicial action if the Company was not given a reasonable and timely opportunity, at its expense, to participate in the defense, conduct and/or settlement of such action.

  • L/C Participations (a) The Issuing Lender irrevocably agrees to grant and hereby grants to each L/C Participant, and, to induce the Issuing Lender to issue Letters of Credit hereunder, each L/C Participant irrevocably agrees to accept and purchase and hereby accepts and purchases from the Issuing Lender, on the terms and conditions hereinafter stated, for such L/C Participant’s own account and risk an undivided interest equal to such L/C Participant’s Revolving Credit Commitment Percentage in the Issuing Lender’s obligations and rights under and in respect of each Letter of Credit issued hereunder and the amount of each draft paid by the Issuing Lender thereunder. Each L/C Participant unconditionally and irrevocably agrees with the Issuing Lender that, if a draft is paid under any Letter of Credit for which the Issuing Lender is not reimbursed in full by the Borrower through a Revolving Credit Loan or otherwise in accordance with the terms of this Agreement, such L/C Participant shall pay to the Issuing Lender upon demand at the Issuing Lender’s address for notices specified herein an amount equal to such L/C Participant’s Revolving Credit Commitment Percentage of the amount of such draft, or any part thereof, which is not so reimbursed.

  • Joint Participation The parties hereto participated jointly in the negotiation and preparation of this Release, and each party has had the opportunity to obtain the advice of legal counsel and to review and comment upon the Release. Accordingly, it is agreed that no rule of construction shall apply against any party or in favor of any party. This Release shall be construed as if the parties jointly prepared this Release, and any uncertainty or ambiguity shall not be interpreted against one party and in favor of the other.

  • Eligibility and Participation An individual is deemed an “Eligible Employee” and, therefore, eligible to participate in the Plan if he or she is a member of the Company’s Management Team at the time of such individual’s termination of employment with the Company, and such employment terminates due to an event which constitutes a Qualifying Termination.

  • Lender Participations (a) Although any Lender may grant participations in its rights hereunder, such Lender shall remain a “Lender” for all purposes hereunder (and may not transfer by novation its rights and obligations or assign its rights under all or any portion of its Commitments hereunder except as provided in Sections 2.12 and 13.01) and the participant shall not constitute a “Lender” hereunder; and

  • Equity Participation This Warrant is issued in connection with the Loan Agreement. It is intended that this Warrant constitute an equity participation under and pursuant to T.C.A. ss.47-24-101, et seq. and that such equity participation be perxxxxxx xxder said statutes and not constitute interest on the Note. If under any circumstances whatsoever, fulfillment of any obligation of this Warrant, the Loan Agreement, or any other agreement or document executed in connection with the Loan Agreement, shall violate the lawful limit of any applicable usury statute or any other applicable law with regard to obligations of like character and amount, then the obligation to be fulfilled shall be reduced to such lawful limit, such that in no event shall there occur, under this Warrant, the Loan Agreement, or any other document or instrument executed in connection with the Loan Agreement, any violation of such lawful limit, but such obligation shall be fulfilled to the lawful limit. If any sum is collected in excess of the lawful limit, such excess shall be applied to reduce the principal amount of the Note.

  • Participation Contributor will participate in any Work Groups (defined in the Policy) identified above, and any other Work Groups that it actually participates in or notifies ODIF that it wants to participate in, according to the rules and procedures in the then-current OpenID Process Document (“Process Document”), which is fully incorporated into this Agreement by this reference, and subject to the Policy.

  • Participation Rights No HIG Stockholder may make a Transfer of Series C Preferred Stock pursuant to clause (a)(iv) of Section 2.1 unless such HIG Stockholder complies with the provisions of this Section 2.3. The transferring HIG Stockholder (the “Transferring Stockholder”) shall deliver a written notice (the “Offer Notice”) to the Company and to each Sankaty Stockholder that holds Series C Preferred Stock. The Offer Notice will disclose in reasonable detail the proposed number of shares of Series C Preferred Stock to be transferred, the proposed price, terms and conditions of the Transfer and the identity of the transferee. Each of the Sankaty Stockholders holding Series C Preferred Stock may elect to participate in the contemplated sale by delivering written notice to the Transferring Stockholder within 10 days after receipt of the Offer Notice. If any of such Sankaty Stockholders elects to participate in such sale (the “Participating Stockholders”), each of the Transferring Stockholder and the Participating Stockholders will be entitled to sell in the contemplated sale a number of shares of Preferred Stock equal to the product of (i) the fraction, the numerator of which is the number of shares of Series C Preferred Stock held by such Person, and the denominator of which is the aggregate number of Series C Preferred Stock owned by the Transferring Stockholder and the Participating Stockholders, multiplied by (ii) the number of shares of Series C Preferred Stock to be sold by the Transferring Stockholder and the Participating Stockholders in the contemplated sale. As a condition to any Transfer by the Transferring Stockholder, the Transferring Stockholder must obtain the agreement of the prospective transferee(s) to the participation of all Participating Stockholders in any contemplated sale and will not transfer any of its Securities to the prospective transferee(s) if the prospective transferee(s) declines to allow the participation of the Participating Stockholders on the terms specified herein.

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