Actions by Shareholders. Shareholders shall be entitled to take proceedings in any court of competent jurisdiction to enforce any of their rights hereunder as against the Purchaser and the Parent.
Actions by Shareholders. Shareholders shall be entitled to take proceedings in any court of competent jurisdiction to enforce any of their rights hereunder as against Exchangeco and Patch.
Actions by Shareholders. The Shareholders agree that they shall procure the convening of all meetings, the giving of all waivers and consents and the passing of all resolutions and shall otherwise exercise all powers and rights available to them in their capacity as Shareholders in order to give effect to the provisions of this Agreement.
Actions by Shareholders. Except to the extent inconsistent with the requirements of the1940 Act:
(a) No action may be brought by a Shareholder on behalf of the Trust, or on behalf of any Series or Class, unless holders of not less than ten percent (10%) of the Shares then outstanding (in the case of an action brought on behalf of the Trust), or of not less than ten percent (10%) of the outstanding Shares of such Series or Class (in the case of an action brought on behalf of such Series or Class), join in the bringing of such action.
(b) A holder of Shares of a particular Series or Class, in his or her capacity as such, shall not be entitled to participate in a derivative action or class action lawsuit on behalf of any other Series or Class or on behalf of the holders of Shares of any other Series or Class.
Actions by Shareholders. Unless otherwise expressly provided herein, any action permitted or contemplated to be taken by the Shareholders (a “Shareholder Action”) will be by (a) the Shareholders Representative or (b) to the extent expressly provided herein or upon the Shareholder Representative’s failure to act, written consent of the holders of a majority of the Shares (assuming the conversion of all Preferred Shares into Common Shares) then Beneficially Owned by all Shareholders furnished to Wabtec pursuant to Section 4.3 by the Shareholders Representative. Wabtec will have no obligation to inquire as to the validity of any such written action so provided and may conclusively rely thereon.
Actions by Shareholders. Shareholders shall take any and all actions ----------------------- which may be reasonably necessary to cause such party to this Agreement to perform its obligations hereunder in a timely and appropriate manner.
Actions by Shareholders. Notwithstanding the foregoing, by approval of this Agreement and the transactions contemplated hereby by the requisite percentage of the Shareholders under the California Code, the Shareholders agree, at the request of the Shareholders’ Representative: (a) to take all actions necessary or appropriate to consummate the transaction contemplated hereby individually on the Shareholders’ own behalf, and (b) to deliver, individually on the Shareholders’ own behalf, any other documents required of the Shareholders pursuant to this Agreement.
Actions by Shareholders. Each Shareholder agrees that, ----------------------- notwithstanding the foregoing, at the request of Buyer, such Shareholder shall take all actions necessary or appropriate to consummate the transaction contemplated hereby (including, without limitation, delivery of such Shareholder's Shares and acceptance of the purchase price therefor) individually on such Shareholder's own behalf.
Actions by Shareholders. Effective with the Closing, the Shareholders shall procure that board meetings of the Company shall be held at which it shall be resolved that:
(a) Ian X. X. Xxxxxx, Xxxxx Xxxxx, Xxxxxx Xxxx and Xxxxxxx Xxxxxxx shall be appointed directors of the Company;
(b) all existing authorities to the bankers of the Company relating to bank accounts be revoked and such persons as the Purchaser may nominate to operate the same be approved; and
(c) the Service Agreements be approved.
Actions by Shareholders. The Company shall cause each Shareholder to agree that, notwithstanding the foregoing, at the request of Parent or Merger Sub, such Shareholder shall take all actions necessary or appropriate to consummate the transactions contemplated hereby (including delivery of any required evidence of the transfer of such Shareholder's Shares and acceptance of the Merger Consideration therefor) individually on such Shareholder's own behalf, and delivery of any other documents required of Shareholders pursuant to the terms hereof. 5(B).5
