Escrow Shareholders definition

Escrow Shareholders means Peter Smith and Leon Apel.
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Escrow Shareholders shall have the meaning set forth in Section 8.2(j) hereto.
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Escrow Shareholders means the former holders of EyeSys Common Stock, Preferred Stock and EyeSys Notes who have Merger Shares held in escrow pursuant to the terms of the Agreement.
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Examples of Escrow Shareholders in a sentence

  • HealthCore hereby agrees to indemnify and hold harmless the Participating Escrow Shareholders from and against any and all Damages incurred by the Participating Escrow Shareholders resulting from, relating to, or arising out of the inaccuracy of any representation or warranty herein by HealthCore or the breach of any covenant contained herein by HealthCore.

  • Unless otherwise agreed to by HealthCore and all of the Participating Escrow Shareholders, in writing, this Agreement shall terminate and be of no further force or effect immediately upon the termination of the agreements contained in the Merger Agreement.

  • This Agreement may be amended, modified and supplemented only by a writing signed by HealthCore and the Participating Escrow Shareholders.

  • At the Termination Closing, HealthCore shall have no items to deliver to the Participating Escrow Shareholders.

  • If the Principals for any reason cease to be directors or senior officers of such companies, or ceases to provide such services, then the Escrow Shareholders shall be entitled to retain their Escrow Shares and remain bound by the terms of this Agreement.

  • Contemporaneously with the execution hereof, each of the Participating Escrow Shareholders shall execute and deliver to HealthCore an irrevocable proxy (collectively, the "Voting Proxies") appointing Xxxx X.

  • Without limiting the generality of the foregoing, HealthCore and each of the Participating Escrow Shareholders agrees to execute and deliver any and all such documents and instruments as may be required by the Escrow Agent in connection with the termination of the Escrow Agreement and the release and delivery of the Escrow Shares.

  • Any failure of HealthCore or the Participating Escrow Shareholders to comply with any obligation, covenant, agreement or condition herein contained may be expressly waived, in writing only, by (i) HealthCore in the case of any failure of the Participating Escrow Shareholders, or (ii) the Participating Escrow Shareholders in the case of any failure of HealthCore.

  • Any Deposited Securities that have not been released to the Escrow Shareholders pursuant to the Escrow Agreements prior to the Expiration Date shall be delivered by the Escrow Agent to Sonus for cancellation, as soon as practicable after the Expiration Date.

  • As soon as all such claims have been resolved, Escrow Agent shall deliver to the relevant Escrow Shareholders the remaining Escrow Fund not required to satisfy such claims.


More Definitions of Escrow Shareholders

Escrow Shareholders means those individuals listed on Schedule 3.1(b).
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Escrow Shareholders means Peter Smith, Jason Baybutt, Fabiana Lara, Brad Newell, Tony Ricci, Westcan Energy Ltd., Mike Anderson, John Hart, Nanuk Warman, Maria Newell and Tina Ricci.
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Escrow Shareholders. Agent" means Howard Riback, or such other Person as the parties hereto may approve, in his capacity as shareholders' agent under the Escrow Agreements and includes any successor shareholders' agent appointed under the Escrow Agreements;
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Escrow Shareholders means directors, executive officers and certain shareholders of the Company who have entered into the Escrow Agreement.
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Related to Escrow Shareholders

  • Escrow Shares shall be deemed to include the Non-Cash Dividends distributed thereon, if any.

  • Initial Shareholders means the Sponsor, the Directors and officers of the Company or their respective affiliates who hold shares prior to the IPO;

  • Shareholders’ Representative has the meaning set forth in the Preamble.

  • Company Shareholders means the registered or beneficial holders of the Company Shares, as the context requires;

  • Principal Shareholders means Xxxx X. Xxxx, Xxx X. Xxxxxxx and Xxxxx X. Xxxxxx, and their respective assignees or successors in interest.

  • Company Stockholders means the holders of shares of Company Capital Stock.

  • Public Shareholders means the holders of Ordinary Shares included in the Units issued in the Public Offering; (v) “Public Shares” shall mean the Ordinary Shares included in the Units issued in the Public Offering; (vi) “Trust Account” shall mean the trust account into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Warrants shall be deposited; (vii) “Transfer” shall mean the (a) sale of, offer to sell, contract or agreement to sell, hypothecate, pledge, grant of any option to purchase or otherwise dispose of or agreement to dispose of, directly or indirectly, or establishment or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, and the rules and regulations of the Commission promulgated thereunder with respect to, any security, (b) entry into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any security, whether any such transaction is to be settled by delivery of such securities, in cash or otherwise, or (c) public announcement of any intention to effect any transaction specified in clause (a) or (b); and (viii) “Charter” shall mean the Company’s Amended and Restated Memorandum and Articles of Association, as the same may be amended from time to time.

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

  • Stockholders’ Representative has the meaning set forth in the Preamble.

  • Preferred Shareholders means the holders of Preferred Shares.

  • Common Shareholders means the holders of the Common Shares.

  • Shareholder Representative has the meaning set forth in the preamble.

  • Controlling Shareholders means controlling shareholders of the Company, as such term is defined in the Ordinance.

  • Existing Shareholders has the meaning set forth in the preamble.

  • Target Shareholders means the holders of Target Shares;

  • Minority Shareholders means holders of Shares that were not tendered pursuant to the Offer or in the Subsequent Offering Period (as it may be extended by the Minority Exit Offering Period).

  • Scheme Shareholders means the holders of Scheme Shares;

  • Majority Shareholders means Sxx Xxxxxx, Sxxxx Xxxxx, Mxxxxxx Xxxxx and Gxxxx XxXxxxxx.

  • Rollover Shareholders means each of Expert Master Holdings Limited, Mr. Longhua Piao and UMW China Ventures (L) Ltd.

  • Major Shareholders Means a person who has an interest or interests in one or more

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

  • Selling Shareholders sections in substantially the form attached hereto as Exhibit B. The Company shall use its reasonable best efforts to have each Additional Registration Statement declared effective by the SEC as soon as practicable, but in no event later than the Additional Effectiveness Deadline. By 9:30 a.m. New York time on the Business Day following the Additional Effective Date, the Company shall file with the SEC in accordance with Rule 424 under the 1933 Act the final prospectus to be used in connection with sales pursuant to such Additional Registration Statement.

  • Initial Stockholders means the stockholders of Holdings who became -------------------- stockholders as of the Closing Date (including employees or directors of Holdings or any Subsidiary who were granted options to purchase stock as of the Closing Date) and any transferees of such stockholders described in clause (i) or (ii) in the definition of Approved Sale.

  • Independent Shareholders means holders of Voting Shares, other than:

  • Principal Stockholders CERTAIN TRANSACTIONS," "DESCRIPTION OF SECURITIES," and "SHARES ELIGIBLE FOR FUTURE SALE" have been reviewed by such counsel, and insofar as they refer to statements of law, descriptions of statutes, licenses, rules or regulations or legal conclusions, are correct in all material respects;

  • Stockholder Representative has the meaning set forth in the preamble.