Initiating Seller definition

Initiating Seller is defined in Section 12.3.1, for the purposes of Section 12.3.
Initiating Seller has the meaning set forth in Section 7.5(a).
Initiating Seller has the meaning ascribed thereto in Section 2(b)(iii) of this Registration Rights Agreement.

Examples of Initiating Seller in a sentence

  • Unless the Selling Member in question shall have taken all actions reasonably requested by the Initiating Seller in order to comply with the requirements under Regulation D, such Selling Member shall not have the right to require the payment of cash in lieu of securities under this Section 12.4.1.

  • The Initiating Seller shall, not less than 30 days prior to a proposed Sale to which Section 12.2.1 is applicable, give written notice to each other Member of such proposed Sale.

  • The Tag-Along Right may be exercised by a Selling Member by giving written notice to the Initiating Seller (the “Tag-Along Notice”) within 15 days following such Selling Member’s receipt of the Notice of Proposed Sale to Members (the “Tag-Along Period”).

  • It is understood and agreed that the Initiating Seller shall not have any liability to any other Member arising from, relating to or in connection with any proposed transaction which has been the subject of a Tag-Along Notice or a Take-Along Notice, whether or not such proposed transaction is consummated, other than liability for breach of the applicable provisions of this Agreement.

  • The closing of a Sale pursuant to Section 12.2 or Section 12.3 shall take place at such time and place as the Initiating Seller shall specify by reasonable advance notice to each Selling Member.

  • The Stock purchased from the Drag-Along Seller by the Proposed Transferee pursuant to this Section 8(c) shall be paid for at the same price per share and upon terms and conditions no less favorable than the terms and conditions applicable to the Stock to be sold by the Initiating Seller.

  • A Take-Along Notice shall set forth the principal terms of the proposed Sale insofar as it relates to the Interest to be purchased from the Initiating Seller, the Sale Percentage, the per Unit purchase price with respect to each Class and the name and address of the Proposed Transferee.

  • The Initiating Seller shall notify the Company, and the Company shall promptly notify the Drag-Along Seller in writing of such proposed Transfer (the "Sale Notice").

  • A Take-Along Notice shall set forth the principal terms of the proposed Sale insofar as it relates to the Interest to be purchased from the Initiating Seller, the Sale Percentage, the per Unit purchase price and the name and address of the Proposed Transferee.

  • If the Initiating Seller consummates the Sale referred to in the Take-Along Notice, the Selling Member shall be bound and obligated to sell the appropriate proportion of such Selling Member’s Units in the Sale on the same terms and conditions as the Initiating Seller shall sell its Units in the Sale.


More Definitions of Initiating Seller

Initiating Seller shall have the meaning set forth in Section 6(a).
Initiating Seller means, as applicable, an Initiating ROFO Seller, Initiating Tag-Along Seller or the ESOP Trustee.
Initiating Seller as the meaning set forth in Section 5.3 hereof.
Initiating Seller means each Initiating Tag-Along Seller and each Initiating Drag-Along Seller.

Related to Initiating Seller

  • Drag-Along Sellers shall have the meaning set forth in Section 4.2.1.

  • Tag-Along Seller has the meaning set forth in Section 8.5(b).

  • Selling Member has the meaning set forth in Section 10.5(a).

  • Initiating Holder has the meaning set forth in Section 2.01(a).

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

  • Third Party Purchaser has the meaning set forth in Section 3.1(a).

  • Selling Shareholder has the meaning set forth in Section 3.04(a).

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

  • Selling Stockholder means any Stockholder owning Registrable Shares included in a Registration Statement.

  • Majority Shareholder means a holder of more than fifty percent (50%) of the outstanding stock of the Company, or if no person holds more than fifty percent (50%) of the outstanding stock of the Company, the holder of a plurality of the outstanding stock of the Company.

  • Initiating Member shall have the meaning provided in Section 15.2(a).

  • Tag or “RFID tag” means the unique identification number or Radio Frequency Identification (RFID) issued to a licensee by the agency for tracking, identifying and verifying marihuana plants, marihuana products, and packages of marihuana product in the statewide monitoring system.

  • Controlling Shareholder means any shareholder owning more than fifty

  • Third Party Buyer means any Person other than (i) the Company or any of its Subsidiaries, (ii) any employee benefit plan of the Company or any of its Subsidiaries, (iii) the Investors or (iv) any Affiliates of any of the foregoing.

  • Initiating Holders means, collectively, Holders who properly initiate a registration request under this Agreement.

  • Selling Party has the meaning set forth in the definition of “Net Sales.”

  • 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.

  • Proposed Sale shall have the meaning set forth in Section 4.2(a).

  • Qualified buyer means an applicant who meets the criteria in section 4.

  • Selling Stockholders means Purchaser and any other purchaser of Units in the Offering, and their respective successors and assigns.

  • Other Selling Stockholders means persons other than Holders who, by virtue of agreements with the Company, are entitled to include their Other Shares in certain registrations hereunder.

  • Direct seller means a person selling consumer products to individuals for personal or household use and not from a fixed retail location, including selling such product at in-home product demonstrations, parties, and other one-on-one selling.

  • Initiating Party shall have the meaning set forth in Article 13.

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

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

  • Proposed Purchaser shall have the meaning set forth in Section 5.7(a).