Purchasing Shareholders definition

Purchasing Shareholders has the meaning assigned in subsection (a) of Clause 5.04 hereof.
Purchasing Shareholders herein) are hereby granted the right of first refusal with respect to any proposed sale or other transfer of the Shares so acquired (to be hereinafter called the "Purchased Shares") by the Optionee. For purposes of this Section 8, the term "transfer" shall include any assignment, pledge, encumbrance or other disposition for value of the Purchased Shares, but shall not include (i) a gratuitous transfer of the Purchased Shares made to the Optionee's spouse, parents, siblings, or issue, or a trust for the benefit of any such persons, or (ii) a transfer of title to the Purchased Shares pursuant to the Optionee's will or the laws of intestate succession.
Purchasing Shareholders means Institutions where Institutions may elect to exercise rights of first refusal under Section 3 hereof. However, if Institutions are Selling Shareholders, then such Selling Shareholder shall not be considered a Purchasing Shareholder.

Examples of Purchasing Shareholders in a sentence

  • The Purchasing Shareholder(s)' purchase of the underlying obligation from the Pledgee shall be effective upon delivery of a purchase notice by the Purchasing Shareholder(s) to the Pledgee, and such purchase shall not require the Pledgee's consent.

  • Concurrently with such purchase of the underlying obligation (or portion thereof), the Third-Party Pledge Agreement shall be automatically assigned to the Purchasing Shareholder(s).

  • Notwithstanding the foregoing, the Initial Shareholders may only exercise their rights under this Section 3.02 to purchase the Offered Shares if, after giving effect to all elections made under this Section 3.02(d), no less than all of the Offered Shares will be purchased by the Purchasing Shareholders.

  • For the avoidance of doubt, if the Purchasing Shareholder(s) exercise their right to purchase the underlying obligation hereunder, the Purchasing Shareholder(s) shall be obligated to purchase, and the Pledgee shall be obligated to sell, the underlying obligation in whole and not in part; provided that, if there is more than one Purchasing Shareholder, the purchase of such underlying obligation shall be apportioned among the Purchasing Shareholders in accordance with the immediately preceding sentence.

  • Notwithstanding the foregoing, the Shareholders may only exercise their rights under this Section 3.02 to purchase the Offered Shares if, after giving effect to all elections made under this Section 3.02(d), no less than all of the Offered Shares will be purchased by the Purchasing Shareholders.

  • Each Purchasing Shareholder shall have fifteen (15) Business Days from the date of receipt of the Second Transfer Notice to purchase up to that portion of the Remaining Shares equal to the proportion that the number of Ordinary Shares held by such Purchasing Shareholder bears to the total number of Ordinary Shares held by all Purchasing Shareholders who wish to purchase the Remaining Shares by giving Notice to the Selling Shareholder ("Second Purchase Notice").

  • Completion of the Transfer of the Offered Ordinary Shares to the third party transferee(s) set forth in the First Transfer Notice (and if applicable, the Purchasing Shareholders) shall occur no later than the later of (i) thirty (30) days after the receipt of the Second Transfer Notice or (ii) the determination of the value of the shares by an independent appraiser pursuant to Sections 4.2(d)(iii) and 4.2(d)(iv).

  • The Notice of Purchase as established in Clause 5.05 above shall entail the execution of an Agreement for the Purchase and Sale of the Offered Shares, for the Price, by and between the Selling Shareholder, as party of the first part, and the Purchasing Shareholder/s, as party of the second part.

  • The Family Shareholders will cooperate in good faith with the Purchasing Shareholders to provide such deliveries and otherwise to consummate the transactions contemplated hereby.

  • If all of the Non-Selling Shareholders decide to exercise their respective Preemptive Rights (hereinafter referred to as the “Purchasing Shareholders”), the Offered Shares shall be distributed in proportion to their respective Corporate Shareholdings, excluding from the respective distribution the proportion corresponding to any of the Parties who are not Purchasing Shareholders.


More Definitions of Purchasing Shareholders

Purchasing Shareholders means any Offered Shareholder electing to purchase shares of Stock offered for sale pursuant to an Offer Notice.
Purchasing Shareholders has the meaning given that term in Section 3.1(b)(ii).
Purchasing Shareholders means any person (including, for example, any individual or legal entity, investment fund, condominium, securities portfolio, universality of rights, or other organization, residing, domiciled or headquartered in Brazil or abroad), or group of people bound by a vote agreement with the Purchasing Shareholders and/or representing the same interest of the Purchasing Shareholders, that may subscribe and/or acquire stocks from the Company. Including, amongst the examples of a person representing the same interest of the Purchasing Shareholders, any person (i) direct or indirectly controlled or administered by such Purchasing Shareholders; (ii) controlling or administering, in any
Purchasing Shareholders herein) shall have the option to acquire (hereinafter referred to as the "Reconveyance Option") from Purchaser all, but not less than all (unless Purchaser consents), of the Shares subject to the Reconveyance Option on the following basis:
Purchasing Shareholders has the meaning given in paragraph 2.8 of Schedule 3; QUALIFYING CORPORATE CAPITAL means all corporate capital of the Company acquired pursuant to clauses 2.1, 2.2 and 13.3(a);

Related to Purchasing Shareholders

  • Selling Shareholders sections in substantially the form attached hereto as Exhibit B. The Company shall use its reasonable best efforts to have the Initial Registration Statement declared effective by the SEC as soon as practicable, but in no event later than the Initial Effectiveness Deadline. By 9:30 a.m. New York time on the Business Day following the Initial 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 Initial Registration Statement.

  • Existing Shareholders means the officers, directors and shareholders of the Company prior to the Offering; (c) “Initial Ordinary Shares” shall mean all of the Ordinary Shares owned by an Existing Shareholder prior to the Offering (and shall include any Ordinary Shares issued as dividends with respect to such shares); (d) “Public Shareholders” shall mean the holders of securities issued in the Offering; (e) “Trust Account” shall mean the trust account established for the benefit of the Public Shareholders into which a portion of the net proceeds of the Offering will be deposited; and (f) the “Extended Period” shall mean the additional 12-month period to approve a Business Combination as more specifically described in the Registration Statement.

  • Company Shareholders means holders of Company 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).

  • Common Shareholders means the registered and/or beneficial holders of the Common Shares, as the context requires.