Admission as Shareholder Sample Clauses

Admission as Shareholder. A Person that has validly acquired an Interest in the Company by a Transfer from a Shareholder in accordance with ARTICLE VIII shall be registered to the Company as a Shareholder and where reasonably required execute a deed of accession to this Agreement. A Principal Shareholder that no longer holds the Minimum Shares shall cease to be regarded as a Principal Shareholder for the purposes of this Agreement and shall only have the rights and obligations of a Shareholder and not a Principal Shareholder. If at the time such Person loses its Principal Shareholder status (the “Divestment Time”) it has not already validly Transferred all its governance and approval rights, then such rights shall vest in the remaining Principal Shareholder. Notwithstanding anything herein to the contrary, at any one time, there shall not ever be more than two Principal Shareholders. The Board of Directors shall promptly amend Schedule 4.1 hereto to reflect each permitted Transfer and admission.
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Admission as Shareholder. Upon receipt by JSW of the Aggregate Exercise Price, the Warrant Shares reflected in the Notice of Exercise shall be deemed to have been sold to the Purchaser. The Purchaser shall be an Assignee, as defined in the Operating Agreement, of the Class A Common Shares acquired under this Warrant until such Purchaser satisfies all requirements to be admitted as a Substitute Shareholder of the Issuer as specified in the Operating Agreement. Notwithstanding anything to the contrary in this Warrant or the Operating Agreement, JSW shall retain all voting rights attributable to the Warrant Shares sold to the Purchaser under this Warrant unless and until the Issuer undergoes an IPO as defined in the Operating Agreement or Holder transfers such Warrant Shares to a Person unaffiliated with JSW or Holder. As soon as practicable after the exercise of this Warrant and at the Issuer’s expense, the Issuer will cause the admission of the Purchaser as a Substitute Shareholder, and to be issued and delivered to the Purchaser, Schedule I of the Operating Agreement reflecting the admission of the Purchaser as a Shareholder of the Issuer with respect to the Class A Common Shares acquired under this Warrant.

Related to Admission as Shareholder

  • Rights as Shareholder Until the issuance of the Shares (as evidenced by the appropriate entry on the books of the Company or of a duly authorized transfer agent of the Company), no right to vote or receive dividends or any other rights as a shareholder shall exist with respect to the Optioned Stock, notwithstanding the exercise of the Option. The Shares shall be issued to the Optionee as soon as practicable after the Option is exercised. No adjustment shall be made for a dividend or other right for which the record date is prior to the date of issuance except as provided in Section 12 of the Plan.

  • Status as Shareholder Upon submission of a Notice of Conversion by a Holder, (i) the shares covered thereby (other than the shares, if any, which cannot be issued because their issuance would exceed such Holder’s allocated portion of the Reserved Amount or Maximum Share Amount) shall be deemed converted into shares of Common Stock and (ii) the Holder’s rights as a Holder of such converted portion of this Note shall cease and terminate, excepting only the right to receive certificates for such shares of Common Stock and to any remedies provided herein or otherwise available at law or in equity to such Holder because of a failure by the Borrower to comply with the terms of this Note. Notwithstanding the foregoing, if a Holder has not received certificates for all shares of Common Stock prior to the tenth (10th) business day after the expiration of the Deadline with respect to a conversion of any portion of this Note for any reason, then (unless the Holder otherwise elects to retain its status as a holder of Common Stock by so notifying the Borrower) the Holder shall regain the rights of a Holder of this Note with respect to such unconverted portions of this Note and the Borrower shall, as soon as practicable, return such unconverted Note to the Holder or, if the Note has not been surrendered, adjust its records to reflect that such portion of this Note has not been converted. In all cases, the Holder shall retain all of its rights and remedies (including, without limitation, (i) the right to receive Conversion Default Payments pursuant to Section 1.3 to the extent required thereby for such Conversion Default and any subsequent Conversion Default and (ii) the right to have the Conversion Price with respect to subsequent conversions determined in accordance with Section 1.3) for the Borrower’s failure to convert this Note.

  • Rights as Stockholder Neither Participant nor any person claiming under or through Participant will have any of the rights or privileges of a stockholder of the Company in respect of any Shares deliverable hereunder unless and until certificates representing such Shares will have been issued, recorded on the records of the Company or its transfer agents or registrars, and delivered to Participant. After such issuance, recordation and delivery, Participant will have all the rights of a stockholder of the Company with respect to voting such Shares and receipt of dividends and distributions on such Shares.

  • Capacity as Shareholder This Agreement shall apply to Shareholder solely in his or her capacity as a shareholder of Company and it shall not apply in any manner to Shareholder in his or her capacity as a director, officer or employee of Company. Nothing contained in this Agreement shall be deemed to apply to, or limit in any manner, the obligations of Shareholder to comply with his or her fiduciary duties as a director or officer of Company, if applicable.

  • Rights as Shareholders The Holder shall not, by virtue hereof, be entitled to any rights of a shareholder in the Company, either at law or equity, and the rights of the Holder are limited to those expressed in this Warrant and are not enforceable against the Company except to the extent set forth herein.

  • No Rights as Shareholder A Warrant does not entitle the Registered Holder thereof to any of the rights of a shareholder of the Company, including, without limitation, the right to receive dividends, or other distributions, exercise any preemptive rights to vote or to consent or to receive notice as shareholders in respect of the meetings of shareholders or the election of directors of the Company or any other matter.

  • Termination of Rights as Shareholder If any of the Shares are forfeited in accordance with this Section 3, then after such time the Subscriber (or successor in interest), shall no longer have any rights as a holder of such forfeited Shares, and the Company shall take such action as is appropriate to cancel such forfeited Shares.

  • No Shareholder Rights Except as provided in this Warrant, Holder will not have any rights as a shareholder of the Company until the exercise of this Warrant.

  • Capacity as Stockholder Each Stockholder signs this Agreement in such Stockholder’s capacity as a stockholder of the Company, and not, if applicable, in such Stockholder’s capacity as a director, officer or employee of the Company. Notwithstanding anything herein to the contrary, nothing in this Agreement shall in any way restrict a director or officer of the Company in the taking of any actions (or failure to act) in his or her capacity as a director or officer of the Company, or in the exercise of his or her fiduciary duties in his or her capacity as a director or officer of the Company, or prevent or be construed to create any obligation on the part of any director or officer of the Company from taking any action in his or her capacity as such director or officer.

  • Shareholder Consent The execution, delivery and performance of the Articles Amendment shall have received the Shareholder Approval.

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