Prospective Selling Investor definition

Prospective Selling Investor shall have the meaning set forth in Section 4.1 and 4.2.
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Prospective Selling Investor shall have the meaning set forth in ---------------------------- Section 3.1 and 3.2.
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Prospective Selling Investor has the meaning set forth in Section 4.1 and 4.2. “Public Offering” means a public offering and sale of Common Stock for cash pursuant to an effective registration statement under the Securities Act. “Qualified Public Offering” means a Public Offering (other than any Public Offering or sale pursuant to a registration statement on Form S-8 or comparable form), in which the aggregate price to the public of all such common stock sold in such offering shall exceed $75,000,000. - 37 - “Regulation D” means Regulation D under the Securities Act (or any successor provision). “Rule 144” means Rule 144 under the Securities Act (or any successor provision). “Sale” means a Transfer for value; and “Sell” and “Sold” shall each have a correlative meaning. “Significant Disposition” means any Sale of significant assets of the Company or any of its Subsidiaries, whether structured as (i) a sale of any direct or indirect Subsidiary, (ii) a sale of assets constituting a business division or (iii) any other direct or indirect sale of significant assets of the Company or any of its Subsidiaries, in each case, to any Person (or group of Persons acting in concert) other than the Lead Investors and their Affiliates. “Securities Act” means the Securities Act of 1933, as in effect from time to time. “Shares” means (i) any and all shares of securities of the Company, securities of the Company convertible into, or exchangeable or exercisable for, such shares, and options, warrants or other rights to acquire such shares, including all Lead Investor Shares, Co-Investor Shares and Management Shares and (ii) any equity securities issued or issuable directly or indirectly with respect to the shares referred to in clause (i) above by way of equity distribution or equity split or in connection with a combination of equity, recapitalization, merger, consolidation, reorganization or other transaction. “SL Directors” has the meaning set forth in Section 2.1. “Stockholders” has the meaning set forth in the Preamble. “Subject Securities” has the meaning set forth in Section 5. “Subsidiary” shall mean any Person in which the Company owns, directly or indirectly, stock or other shares or interests possessing fifty percent (50%) or more of the total combined voting power of such Person or otherwise has the power to direct the management and policies of such Person, whether through ownership of shares, by contract or otherwise. “Tag Along Holder” has the meaning set forth in Section 4.1.1. “Tag Along...
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Examples of Prospective Selling Investor in a sentence

  • The Corporation shall cooperate reasonably with the Prospective Selling Investor in connection with such Transfer, including by furnishing information to the Prospective Buyer (subject to customary confidentiality agreements) and making members of the Corporation’s management available for interviews, due diligence and road shows.

  • Within 45 days following the delivery of the Election Notice, the Electing Purchaser shall deliver the Prospective Selling Investor evidence of available funds and/or committed financing for the Electing Purchaser’s purchase of Subject Shares.

  • The Prospective Selling Investor will deliver a written notice (a “Tag-Along Notice”) to each other holder of Common Shares (each a “Tag Along Holder” and, collectively, the “Tag Along Holders”).

  • If the proposed Sale involves shares of multiple classes, each Tag Along Participating Seller must include Shares of each class in the same proportions as are being sold by the Prospective Selling Investor.

  • In the event a Prospective Selling Investor delivers an Offer Notice in accordance with Section 4.1 and the Eligible Purchaser(s) do not elect to purchase all of the Subject Shares specified in such Offer Notice, such Prospective Selling Investor shall be entitled to Sell the Investor Shares identified in such Offer Notice in a transaction described in Section 3.2(i) or 3.2(iii) provided that such Prospective Selling Investor of Subject Shares complies with the provisions of this Section 4.2.

Related to Prospective Selling Investor

  • Prospective Purchaser shall have the meaning set forth herein in Section 2.2(a).

  • Prospective Transferee means any Person to whom a Shareholder proposes to make a Proposed Transfer, including a Proposed Transfer by FEEL pursuant to Clause 2.3.

  • Prospective Buyer means any person or entity negotiating or offering to become an owner or lessee of residential real property by means of a transfer for value to which this Act applies.

  • prospective sale means a sale which is intended to be made in the future, upon the occurrence of a stated event, whether or not the occurrence of the event is certain;

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

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

  • 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.

  • Participating Investor any Participating Account, Participating Insurance Company or Participating Plan, including the Account and the Company.

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

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

  • Requesting Investor has the meaning set forth in Section 7.5 of the Indenture.

  • 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.

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

  • Investor is defined in the preamble to this Agreement.

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

  • Anchor Investor means a Qualified Institutional Buyer, applying under the Anchor Investor Portion in accordance with the requirements specified in the SEBI ICDR Regulations and the Red Xxxxxxx Prospectus and who has Bid for an amount of at least ₹100 million.

  • Sale Notice has the meaning set forth in Section 9.18(b).

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

  • Proposed Transferee has the meaning set forth in Section 2.4(a).

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

  • Principal Stockholder Transferee means any Person who acquires voting stock of the Corporation from the Principal Stockholder (other than in connection with a public offering) and who is designated in writing by the Principal Stockholder as a “Principal Stockholder Transferee.”

  • Selling Partner has the meaning set forth in Section 8.5.

  • Undersubscription Notice means written notice from an Investor notifying the Company and the selling Key Holder that such Investor intends to exercise its option to purchase all or any portion of the Transfer Stock not purchased pursuant to the Right of First Refusal or the Secondary Refusal Right.

  • Selling Stockholder Questionnaire shall have the meaning set forth in Section 3(a).

  • Transferring Member has the meaning set forth in Section 9.4.

  • Bona fide purchaser means a purchaser of property for value who was not knowingly a party to fraud or illegality affect- ing the interest of the spouses or other parties to the transaction, does not have notice of an adverse claim by a spouse and acted in the transaction in good faith.