Applicable Stockholder definition

Applicable Stockholder means a Stockholder holding Applicable Shares.
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Applicable Stockholder shall have the meaning set forth in Section 3.2(a).
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Applicable Stockholder means either (x) an Other Stockholder, if the Transferring Stockholder is an Other Stockholder or a Permitted Transferee thereof, or (y) the CHP Group, if the Transferring Stockholder is the CHP Group or a Permitted Transferee thereof (excluding a Permitted Transfer under Sections 5(a) and 5(b)); and (B) “Applicable Terms and Conditions” shall mean (x) with respect to a single transaction, the same terms and conditions as those received by the Transferring Stockholder or the Transferring 25% Stockholder in such transaction, (y) with respect to a series of related transactions, the best of the terms and conditions (as determined by the Board of Directors of the Company, in their sole and reasonable discretion) received by the Transferring Stockholder or the Transferring 25% Stockholder in such transactions or (z) with respect to a series of unrelated transactions, the terms and conditions of the latest applicable transaction received by the Transferring Stockholder or the Transferring 25% Stockholder in such transaction.
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Examples of Applicable Stockholder in a sentence

  • The Board of Directors shall recommend that the Company's stockholders vote in favor of the Applicable Stockholder Approval.

  • At the Acceptance Time, the Company will terminate or waive (to the extent not already waived hereunder and within the Company’s ability to waive) any Company Stockholder Restrictions with respect to any Shares and terminate (to the extent any separate action is required) the Applicable Stockholder Agreements.

  • The obligations of the Company to the GAP Purchasers under this Agreement are subject to the fulfillment by the GAP Purchasers or waiver by the Company, on or before the date that is 150 days after the Closing Date, of the following condition: The Company shall have received either (i) written confirmation from Nasdaq that Stockholder Approval of the issuance of the GAP Purchasers Shares is not required under the applicable Nasdaq rules and regulations or (ii) Applicable Stockholder Approval.

  • The Purchasers agree that if it is necessary for the Company to seek Applicable Stockholder Approval, each of the Purchasers will vote any shares beneficially owned by such entities in "favor" of the proposal.

  • Holder hereby agrees to be bound by the terms of, and shall be entitled to the benefits of: (i) The Stockholders’ Agreement and Holder shall be treated as an Applicable Stockholder thereunder; and (ii) the Investors’ Rights Agreement, and Holder shall be treated as an Investor thereunder.

  • The cash portion of the Consideration shall be wired to the respective accounts of the two Stockholders, in the Applicable Stockholder Percentage set forth on Exhibit B hereto, on the Closing Date, and within four (4) business days thereafter the Consideration Shares shall be delivered to the two Stockholders, in the Applicable Stockholder Percentage set forth on Exhibit B hereto.

  • Each Applicable Stockholder may exercise the Applicable Stockholders’ Option and thereby purchase all, and not a portion, of such Applicable Stockholder’s pro rata share (with any reallotments as provided below) of the remaining Offered Stock, by notifying the Selling Stockholder in writing before expiration of the twenty (20) day period.

  • The Board of Directors shall recommend that ------------------------------- the Company's stockholders vote in favor of the Applicable Stockholder Approval.

  • COPIES OF SUCH AGREEMENT MAY BE OBTAINED UPON WRITTEN REQUEST TO THE SECRETARY OF THE CORPORATION.” Each Applicable Stockholder agrees that the Company may instruct its transfer agent to impose transfer restrictions on the shares represented by certificates bearing the legend referred to above to enforce the provisions of this Agreement, and the Company agrees to promptly do so.

  • If an Applicable Stockholder (the “Selling Stockholder”) proposes to sell or transfer any shares of the Stock held by the Selling Stockholder as of the date of this Agreement, the Selling Stockholder shall promptly give written notice (the “Notice”) to the other Applicable Stockholders at least thirty (30) days prior to the closing of such sale or transfer.


More Definitions of Applicable Stockholder

Applicable Stockholder means each of RDA and Domain, and each of their respective successors, by way of merger, consolidation or sale of all or substantially all its assets, and all corporations, partnerships, joint ventures, associations and other entities (each a "Subsidiary Entity") in which such Person owns, directly or indirectly, fifty percent (50%) or more of the outstanding voting stock, voting power or similar voting interests ("Voting "Interest"), but shall not include the Company or any Subsidiary Entity in which the Company beneficially owns, directly or indirectly, fifty percent (50%) or more of the outstanding Voting Interest.
Sample 1
Applicable Stockholder means either (x) an Other Stockholder, if the Transferring Stockholder is an Other Stockholder or a Permitted Transferee thereof, or (y) the CHP Group, if the Transferring Stockholder is the CHP Group or a Permitted Transferee thereof (excluding a Permitted Transfer
Sample 1

Related to Applicable Stockholder

  • Common Stockholder means the employee of, consultant to, or director of the Company or other person to whom shares of Common Stock are issued pursuant to this Plan.

  • Eligible Stockholder means a person who has either (1) been a record holder of the shares of common stock of the Corporation used to satisfy the eligibility requirements in Section 3.2(d) continuously for the required three-year period or (2) provides to the Secretary of the Corporation, within the time period referred to in Section 3.2(e), evidence of continuous Ownership of such shares for such three-year period from one or more securities intermediaries.

  • 10% Stockholder means the owner of stock (as determined under Code Section 424(d)) possessing more than ten percent (10%) of the total combined voting power of all classes of stock of the Corporation (or any Parent or Subsidiary).

  • Participating Stockholder means a “Participating Stockholder” under the HBB Stockholders’ Agreement, HY Stockholders’ Agreement and NACCO Stockholders’ Agreement, to the extent the Partnership owns HBB Class B Shares, HY Class B Shares or NACCO Class B Shares. A Partner shall cease to be a Participating Stockholder under this Agreement and shall be deemed to be a Former Partner immediately prior to any event or lapse of time that causes such Partner to no longer be a “Participating Stockholder” under such applicable stockholders’ agreements.

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

  • Major Stockholder means any such Person.

  • Management Stockholder shall have the meaning set forth in the introductory paragraph.

  • Parent Stockholders means the holders of Parent Common Stock.

  • Class B Stockholder means (i) the registered holder of a share of Class B Common Stock at the Effective Time and (ii) the initial registered holder of any shares of Class B Common Stock that are originally issued by the Corporation after the Effective Time.

  • Significant Stockholder means Allied Irish Banks, p.l.c., a limited liability company incorporated under the laws of Ireland having its registered office at Bankcentre, Ballsbridge, Dublin 4, Ireland, and any successor thereto.

  • Transferring Shareholder has the meaning set forth in Section 5.2(a).

  • Common Stockholders means holders of shares of Common Stock.

  • Company Stockholder means the holder of either a share of Company Common Stock or a share of Company Preferred Stock.

  • Stockholder Group means the Stockholder and each Person (other than any member of the Company Group) that is an Affiliate of the Stockholder.

  • Company Shareholder means a holder of one or more Company Shares;

  • Preferred Shareholder means any holder of Preferred Shares.

  • Greater Than 10% Stockholder means an individual then owning (within the meaning of Section 424(d) of the Code) more than 10% of the total combined voting power of all classes of stock of the Company or any subsidiary corporation (as defined in Section 424(f) of the Code) or parent corporation thereof (as defined in Section 424(e) of the Code).

  • Eligible Shareholder means an existing or new investor of the Company that is eligible at the ACD’s discretion to invest in the Class X Shares upon entering into an agreement with the ACD and fulfilling the eligibility conditions set by the ACD from time to time.

  • Other Stockholder means the persons that own Common Stock, other than the Participant.

  • Management Shareholders means Xxxxxx X. Xxxx, Xxxx X. Xxxxxxx, and Xxxxxx X. Xxxxxxxxx.

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

  • Existing Shareholder means any Person that is a holder of Ordinary Shares as of December 8, 2017.

  • Stockholder Shares means the shares of common stock of the Company issued to Stockholder in accordance with the terms and conditions of the Reorganization Agreement, including such shares of common stock of the Company transferred from Stockholder to The Cendant Charitable Foundation, and any securities of the Company issued as a dividend on or other distribution with respect to, or in exchange for or replacement of, such common stock.

  • Public Stockholders means the holders of shares of Common Stock sold as part of the Units in the Offering or acquired in the aftermarket, including the Sponsor (as defined below) to the extent it acquires such shares of Common Stock in the aftermarket (and solely with respect to such shares of Common Stock). “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of New York are authorized or required by law to remain closed; provided, however, for clarification, commercial banks shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of commercial banks in The City of New York are generally are open for use by customers on such day.

  • 10% Shareholder means a person who owns, directly or indirectly, stock possessing more than 10% of the total combined voting power of all classes of stock of the Company or any Parent or Subsidiary of the Company. Indirect ownership of stock shall be determined in accordance with Code Section 424(d).