Key Stockholders definition

Key Stockholders means Xxxxx Xxxx and Xxxxxx Xxxxxx Xxxxxx.

Key Stockholders means each of Xxxxxx Xxxxx, the Souki 2016 Family Trust, and Xxxxxx Xxxxxxx.

Key Stockholders mean DP Sponsor, BGL, the Majority Stockholder and Workhorse Group Inc.

Examples of Key Stockholders in a sentence

• The shares of PlayStudios Common Stock and PlayStudios Preferred Stock that are owned by the Key Stockholders and subject to the Company Support Agreements represent (i) a majority of the outstanding voting power of PlayStudios Preferred Stock, voting as a separate class and (ii) a majority of the outstanding voting power of PlayStudios Common Stock and PlayStudios Preferred Stock (on an as converted basis), voting together as a single class.

• Under the Company Support Agreements, the Key Stockholders agreed, within forty-eight (48) hours following the SEC declaring effective the proxy statement/prospectus relating to the approval by Acies shareholders of the Business Combination, to execute and deliver a written consent with respect to the outstanding shares of PlayStudios Common Stock and PlayStudios Preferred Stock held by the Key Stockholders adopting the Merger Agreement and related transactions and approving the Business Combination.

• Exhibit Number Description2.1* Agreement and Plan of Merger, dated April 7, 2021, by and among Fathom Holdings Inc., Fathom Merger Sub C, Inc., Liveby, Inc., the Key Stockholders named therein, and Cory Scott in the capacity as Stockholder Representative.

• The Key Stockholders collectively own of record (and will continue to own of record at all times through the Closing) a sufficient number of shares of Company Capital Stock to obtain the Required Company Stockholder Vote.

• Seller and the Key Stockholders further acknowledge and agree that the benefits provided to Seller and the Key Stockholders under this Agreement, constitutes good and sufficient consideration for the agreements and covenants in this Section 7.2.

More Definitions of Key Stockholders

Key Stockholders means David G. Hanna, Frank J. Hanna III, Richard W. Gilbert and Richard R. House.

Key Stockholders as set forth in the introductory paragraph.

Key Stockholders is defined in the introductory paragraph of this Agreement.

Key Stockholders has the meaning set forth in the Recitals.

Key Stockholders means those Stockholders listed on Schedule 1.1(A). “Knowledge” (including any derivation thereof such as “known” or “knowing”) with respect to the Company means the actual knowledge of Xxx Xxxxxxxxxx, Xxxx XxXxxxxx, Xxxxx Xxxxxxxx, Xxxxx Xxxxxxx, Xxxxx Xxxxx, Xxxx Xxxxxxxx, and Xxxx Xxxxxxxx, which in each case shall also include such knowledge that such person would reasonably have obtained after reasonable inquiry. “Law” means any United States or foreign federal, national, state, local or other Governmental Entity Law, statute, ordinance, rule, order, regulation, writ, injunction, directive, Order, judgment, administrative interpretation, treaty, decree, administrative or judicial decision and any other executive, legislative, regulatory or administrative proclamation, and any amendment, extension or re-enactment of any of the foregoing. “Lease” has the meaning given in Section 2.14. “Letter of Transmittal” has the meaning given in Section 1.10(b)(i). “Liabilities” means any liabilities of any nature, whether accrued, absolute, contingent or otherwise (including, liabilities as guarantor or otherwise with respect to obligations of others, liabilities for Taxes due or then accrued, and contingent liabilities relating to activities of the Company or any of the Subsidiaries or the conduct of the Business, regardless of whether claims in respect thereof have been asserted). “Licenses In” has the meaning given in Section 2.15(c). “Licenses Out” has the meaning given in Section 2.15(c). “Lien” means any lien, charge, security interest, condition, restriction, mortgage, pledge, community property interest, right of first refusal, option, easement, reservation, tenancy, assignment, right of pre-emption or any other encumbrance whatsoever. “Liquidation Preference” means an amount equal to the sum of (i) $3.657064 plus (ii) the aggregate amount of then accrued and declared dividends on such share of Series D Stock and not previously paid, as calculated in the Certificate of Incorporation. 8

Key Stockholders shall have the meaning set forth in the preamble and shall include any of their respective transferees.

Key Stockholders means Tribune, Nevis, Xxxxxx X. Xxxxxxxxx, Xxxxxx X. Xxxxxxxxx, Xxxxxx X. Xxxxxx, Xxxxxx X. Xxxxxxx, Xxxxx X. Coin, Xxxx X. Xxxxxxxxxx, Xxxx XxxXxxxxxxxxxxx and Xxxxxxx XxXxxx.