Shareholder Rights Agreement. The Purchasers and the Company shall have entered into the Shareholder Rights Agreement.
Shareholder Rights Agreement. The Purchasers and the Company shall have executed the Shareholder Rights Agreement.
Shareholder Rights Agreement. The Company agrees that it shall not adopt any shareholder rights agreement of a type commonly known as a “poison pill” unless the Company provides that the provisions of such shareholders rights agreement or rights plan specifically permit Holders to Beneficially Own the percentage of the Company’s outstanding Voting Stock which the Holders Beneficially Own as of the date of adoption of such shareholder rights agreement, increased by the percentage of Beneficial Ownership represented by any shares of Voting Stock which the Holders obtain or may in the future obtain pursuant to the terms of the Preferred Stock, or as a result of any stock dividend, stock split or other recapitalization of the Company, or pursuant to any exercise of their rights set forth in Section 4.03 of this Agreement. The intention of the Parties is that the Holders will be “grandfathered in” with respect to such Beneficial Ownership and the Holders will not be trigger any distribution of rights or otherwise be deemed to be an “acquiring person” under any shareholder rights agreement or rights plan as a result of the acquisition of any securities contemplated in the previous sentence or any increase in Holder’s Beneficial Ownership as contemplated by this Section 4.08.
Shareholder Rights Agreement. Seller shall deliver to Buyer a fully executed and acknowledged Shareholder Rights Agreement in substantially the form set forth in Exhibit D hereto (the "Shareholder Rights Agreement").
Shareholder Rights Agreement. A fully executed and acknowledged Shareholder Rights Agreement.
Shareholder Rights Agreement. 13 5.11 Co-Sale Agreement..................................................................................13 5.12
Shareholder Rights Agreement. The Company currently is not, and no resolution or other action has been taken providing for the Company to become at a later date, a party to a shareholder rights agreement, "poison pill" or any other agreement of like nature.
Shareholder Rights Agreement. The Shareholder Rights Agreement shall have been executed as set forth in Exhibit C hereto by each of the parties listed on the signature pages thereto and shall be in full force and effect as of the Closing Date.
Shareholder Rights Agreement. The Company hereby agrees and covenants that it shall not amend the Shareholder Rights Agreement (or adopt any new shareholder rights plan) in such a way that, upon any Exempted Transaction (as defined in the Limited Liability Company Agreement), that any Joint Venturer would be deemed an "Acquiring Person" under such plan or such Exempted Transaction would be deemed to be a "Triggering Event" or create a "Distribution Date" or "Shares Acquisition Date" under such plan or otherwise trigger the provisions of such plan or in any way permit any "Rights" to be exercised pursuant to such plan, unless any Joint Venturer fails to comply with the terms set forth in the first amendment to the Shareholder Rights Agreement that is to be executed in connection with this Agreement.
Shareholder Rights Agreement. Prior to the date hereof, the IRT Rights Agreement has been amended to provide that neither the execution, delivery or performance of this Agreement nor the consummation of the Merger or any other transaction contemplated by this Agreement will cause the Rights issued pursuant to the terms of the IRT Rights Agreement to be exercisable under the IRT Rights Agreement.
