Admission of Shareholders Sample Clauses

Admission of Shareholders. (a) Upon the issuance by the Partnership of Class B Shares to the Sponsors on the IPO Closing Date, each Sponsor shall, by acceptance of the Class B Shares, and upon becoming the Record Holder of such Class B Shares, be admitted to the Partnership as an Initial Shareholder in respect of the Class B Shares issued to it. (b) Upon the issuance by the Partnership of Class A Shares to the IPO Underwriters on the IPO Closing Date, such Persons shall, by acceptance of such Partnership Interests, and upon becoming the Record Holders of such Partnership Interests, be admitted to the Partnership as Initial Shareholders in respect of the Class A Shares issued to them and be bound by this Agreement, all with or without execution of this Agreement by such Persons. (c) By acceptance of any Shares transferred in accordance with Article IV or acceptance of any Shares issued pursuant to Article V or pursuant to a merger, consolidation or conversion pursuant to Article XIV, each transferee of, or other such Person acquiring, a Share (including any nominee, agent or representative acquiring such Shares for the account of another Person or Group, which nominee, agent or representative shall be subject to Section 10.1(d)) (i) shall be admitted to the Partnership as a Shareholder with respect to the Shares so transferred or issued to such Person when such Person becomes the Record Holder of the Shares so transferred or acquired, (ii) shall become bound, and shall be deemed to have agreed to be bound, by the terms of this Agreement, (iii) shall be deemed to represent that the transferee or acquirer has the capacity, power and authority to enter into this Agreement and (iv) shall be deemed to make any consents, acknowledgements or waivers contained in this Agreement, all with or without execution of this Agreement by such Person. The transfer of any Shares and the admission of any new Shareholder shall not constitute an amendment to this Agreement. A Person may become a Shareholder without the consent or approval of any of the Partners. A Person may not become a Shareholder without acquiring a Share and becoming the Record Holder of such Share. (d) With respect to Shares that are held for a Person’s account by another Person that is the Record Holder (such as a broker, dealer, bank, trust company or clearing corporation, or an agent of any of the foregoing), such Record Holder shall, in exercising the rights of a Shareholder in respect of such Shares, including the right to vote,...
AutoNDA by SimpleDocs
Admission of Shareholders. In connection with the original sale of Shares, purchasers shall be admitted as Shareholders not later than the last day of the calendar month following the date their subscription was accepted by the Trust. Subsequent subscriptions shall be accepted or rejected by the Trust within 30 days of the receipt by the Trust of completed and executed subscription documents in good order. If the Trust rejects a subscription, the Trust will return to the subscriber the subscription documents and the related subscription monies without interest or deduction, within ten business days after such rejection.
Admission of Shareholders. No Shareholder may transfer any Company Shares to any person unless such person has first executed and delivered to the other Shareholder a deed of adherence in the form set out in Schedule 1.
Admission of Shareholders. Any Person acquiring Shares from a Shareholder in a transaction permitted under this Agreement and executing and delivering an Accession Agreement shall be admitted as a member of the Company as a Shareholder in respect of the Shares so acquired upon the entry of such Person’s name in the Share Register, and shall be bound by this Agreement. Upon admission of a Transferee as a Shareholder, the Transferee shall have, to the extent of the Shares Transferred, the rights and powers and shall be subject to the restrictions and liabilities of a Shareholder under this Agreement, the Certificate of Formation and the Delaware Act. If a Shareholder Transfers all of its Shares, the Transferor of such Shares shall cease to be a Shareholder and member of the Company immediately following the admission to the Company of the Transferee of such Shares as a Shareholder.
Admission of Shareholders. Except for the person(s) identified on Schedule 6.11(a), the Owner agrees that it will not, without the express written consent of the Company, permit any Person to become a shareholder of the Owner unless such Person (i) executes a Joinder Agreement in the form attached hereto as SCHEDULE 6.11(B) or (ii) receives a written waiver from the Company.
Admission of Shareholders. (a) U.S. Exchange Holdings, Inc., a Delaware corporation, be the sole initial Shareholder. Additional Shareholders shall be Persons admitted as such by resolution of the Board.
Admission of Shareholders. The Subscriber understands and agrees that, notwithstanding anything to the contrary contained in the Trust Agreement, any side letter or any other agreement, the Sponsor, on behalf of the Fund, may (i) not accept any subscription for Shares from a prospective Shareholder if the prospective Shareholder cannot make the representations set forth in this Section 3.10; (ii) require the redemption of an existing Shareholder pursuant to the Trust Agreement if it cannot make the representations set forth in this Section 3.10 or fails to comply with information requests as set forth in Section 3.10(d) and/or the Trust Agreement; or (iii) take any action set forth in this Section 3.10 or any other reasonably necessary or advisable action with respect to the Shares and the Subscriber shall have no claim, and shall not pursue any claim, against the Management Parties in connection therewith.
AutoNDA by SimpleDocs
Admission of Shareholders. The parties hereby agree that from and after the Effective Date, and for all purposes under the MIHI Agreement, WinTec shall become and be admitted as the owner of the Contribution Shares, all references to shareholders in the MIHI Agreement shall be deemed to refer to WinTec as the owner of the Contribution Shares, and WinTec shall be entitled to the full benefits and be bound thereby as a member to the same extent as if an original party thereto. The parties hereby agree that from and after the Effective Date, and for all purposes under the WinTec Agreement, MIHI shall become and be admitted as the owner of the Exchange Shares, all references to shareholders in the WinTec Agreement shall be deemed to refer to MIHI as the owner of the Exchange Shares, and MIHI shall be entitled to the full benefits and be bound thereby as a member to the same extent as if an original party thereto.
Admission of Shareholders 

Related to Admission of Shareholders

  • Approval of Shareholders The Trust will call a special meeting of the Acquired Fund Shareholders to consider and act upon this Agreement and to take all other appropriate action necessary to obtain approval of the transactions contemplated herein.

  • Indemnification of Shareholders If any Shareholder or former Shareholder of any Series is held personally liable solely by reason of his or her being or having been a Shareholder and not because of his or her acts or omissions or for some other reason, the Shareholder or former Shareholder (or his or her heirs, executors, administrators or other legal representatives or, in the case of any entity, its general successor) shall be entitled out of the assets belonging to the applicable Series to be held harmless from and indemnified against all loss and expense arising from such liability. The Trust, on behalf of the affected Series, shall, upon request by such Shareholder or former Shareholder, assume the defense of any claim made against him or her for any act or obligation of the Series and satisfy any judgment thereon from the assets belonging to the Series.

  • Rights of Shareholders The Shares shall be personal property giving only the rights in this Declaration specifically set forth. The ownership of the Trust Property of every description and the right to conduct any business herein before described are vested exclusively in the Trustees, and the Shareholders shall have no interest therein other than the beneficial interest conferred by their Shares, and they shall have no right to call for any partition or division of any property, profits, rights or interests of the Trust nor can they be called upon to share or assume any losses of the Trust or, subject to the right of the Trustees to charge certain expenses directly to Shareholders, as provided in the last sentence of Section 3.8, suffer an assessment of any kind by virtue of their ownership of Shares. The Shares shall not entitle the holder to preference, preemptive, appraisal, conversion or exchange rights (except as specified in this Section 6.3, in Section 11.4 or as specified by the Trustees when creating the Shares, as in preferred shares).

  • Rights of Shareholder Except as otherwise provided in this instrument, the Grantee shall have no rights as a shareholder of the Corporation in respect of the Restricted Units or Common Stock for which the Award is granted; and the Grantee shall not be considered or treated as a record owner of shares of Common Stock with respect to the Restricted Units until the Common Stock is issued to Grantee and no longer subject to any of the restrictions imposed under the Award indicated in this instrument, and Common Stock is actually issued and transferred to Grantee.

  • Merger Without Meeting of Shareholders 10 ARTICLE II

  • Liability of Shareholders Notice is hereby given that, as provided by applicable law, the obligations of or arising out of this Agreement are not binding upon any of the shareholders of the Trust individually but are binding only upon the assets and property of the Trust and that the shareholders shall be entitled, to the fullest extent permitted by applicable law, to the same limitation on personal liability as shareholders of private corporations for profit.

  • LIMITATION OF SHAREHOLDER LIABILITY 9.01 Notice is hereby given that this Agreement is being executed by the Fund by a duly authorized officer thereof acting as such and not individually. The obligations of this Agreement are not binding upon any of the trustees, officers, shareholders or the investment advisor of the Fund individually but are binding only upon the assets and property belonging to the Fund, on its own behalf or on behalf of a Portfolio, for the benefit of which the trustees or directors have caused this Agreement to be executed.

  • Approval of Stockholders If an option is granted by this Agreement prior to approval of the stockholders of the Plan, the option granted shall be null and void unless stockholder approval is obtained within twelve months after the Plan was adopted.

  • Lost Shareholders GFS shall perform such services as are required in order to comply with Rules 17a-24 and 17Ad-17 (the “Lost Shareholder Rules”) of the Securities Exchange Act of 1934, including, but not limited to, those set forth below. GFS may, in its sole discretion, use the services of a third party to perform some of or all such services.

  • Covenants of Shareholder Shareholder hereby covenants and agrees that:

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!