Former Stockholders definition

Former Stockholders a stockholder who is, or as a result of the transaction in question becomes, an "affiliate," as that term is used in the Securities Exchange Act of 1934 and the rules promulgated thereunder, of any party to such merger, consolidation or reorganization); or (v) the stockholders of Company approve the sale of substantially all of Company's business and/or assets to a person or entity which is not a subsidiary; PROVIDED, HOWEVER, that no Change in Control of Company shall be deemed to have occurred if the transaction giving rise thereto was approved by a majority of the board of directors who were in office immediately prior to such transaction.

Former Stockholders means those persons who held shares of outstanding Company Capital Stock immediately prior to the Effective Time (other than any holder of outstanding Company Warrants, Company Options or Units immediately prior to the Effective Time).

Former Stockholders a stockholder who is, or as a result of the transaction in question becomes, an "affiliate",termthat is used in the Securities and Exchange Act of 19theand Rules promulgated thereunder, of any party to sumerger, consolidation or reorganization);

Examples of Former Stockholders in a sentence

• BioMarin shall not retain or use for any purpose any such milestone payments or royalties paid by Catalyst and, following receipt of such milestone payments and royalties, BioMarin shall transmit such amounts to EUSA and/or the Former Stockholders of Huxley promptly, but in any event on or before the applicable Third Party Payment Due Date.

• Catalyst shall be responsible for paying to BioMarin the milestone payments and royalties set forth in Exhibit F and owed by BioMarin or its Affiliates to EUSA under the EUSA License and to the Former Stockholders of Huxley under the Huxley Stock Purchase Agreement on account of (i) the grant to Catalyst of the licenses set forth in Section 2.1, and (ii) the research, development, manufacture and/or commercialization of Licensed Products by Catalyst, its Affiliates or Sublicensees in the Territory.

• Catalyst shall use Diligent Efforts to: (a) Commercialize at least one Licensed Product for LEMS in the U.S.; and (b) take all other actions necessary to either satisfy BioMarin’s obligations or allow BioMarin to satisfy its obligations (i) to EUSA under the EUSA License and (ii) to the Former Stockholders of Huxley under the Huxley Stock Purchase Agreement, in each case, (i) and (ii), relating to the Commercialization of Licensed Product in the Territory.

• BioMarin or its Affiliates to EUSA under the EUSA License and to the Former Stockholders of Huxley under the Huxley Stock Purchase Agreement on account of (i) the grant to Catalyst of the licenses set forth in Section 2.1, and (ii) the research, development, manufacture and/or commercialization of Licensed Products by Catalyst, its Affiliates or Sublicensees in the Territory.

• By letter dated June 8, 2007, a group calling itself the Advisory Committee of Former Stockholders of Preferred Medical Choice, Inc.

More Definitions of Former Stockholders

Former Stockholders a stockholder who is, or as a result of the transaction in question, becomes an "affiliate," as that term is used in the Securities Exchange Act of 1934 and the Rules promulgated thereunder, of any party to such merger, consolidation or reorganization); or (d) the stockholders of Berry approve the sale xx xxbstantially all of Berry's business and/or xxxxxx (in one transaction or a series of related transactions) to a person or entity which is not a subsidiary.

Former Stockholders means those persons who shall have held shares of Target Capital Stock immediately prior to the Effective Time.

Former Stockholders has ever filed an election pursuant to Section 1362 of the Internal Revenue Code of 1986, as amended (the "Code"), that the Company be taxed as an S corporation.

Former Stockholders means holders of Shares immediately prior to the Effective Time.

Former Stockholders has the meaning set forth in the first paragraph of this Agreement.

Former Stockholders means the stockholders of the Company immediately prior to the Effective Time.

Former Stockholders has the meaning set forth in Section 3(ff) below.