AGREEMENT OF HOLDERS. Every Holder of a Warrant, by his acceptance thereof, consents and agrees with the Company, the Transfer Agent and every other Holder of a Warrant that:
(a) Warrants are not transferable except as provided herein; and
(b) The Company and the Transfer Agent may deem and treat the person in whose name the Warrant Certificate is registered as the Holder and as the absolute, true and lawful owner of the Warrants represented thereby for all purposes, and neither the Company nor the Transfer Agent shall be affected by any notice or knowledge to the contrary.
AGREEMENT OF HOLDERS. Each Holder of Transfer Restricted Securities agrees that, upon receipt of any notice from the Company pursuant to Section 3(a) hereof or of the happening of any event of the kind described in Section 3(c)(iv) hereof, such Holder will forthwith discontinue disposition of such Transfer Restricted Securities covered by such Registration Statement or Prospectus until such Holder’s receipt of the copies of the supplemented or amended Prospectus contemplated by Section 3(d) hereof, or until it is advised in writing (the “Advice”) by the Company that the use of the applicable Prospectus may be resumed, and, in either case, has received copies of any additional or supplemental filings that are incorporated or deemed to be incorporated by reference in such Prospectus and, if so directed by the Company, such Holder will deliver to the Company (at the Company’s expense) all copies, other than permanent file copies, then in such Holder’s possession of the Prospectus covering such Transfer Restricted Securities at the time of receipt of such notice. In the event the Company shall give any such notice, the time period regarding the effectiveness of such Registration Statement set forth in Section 2(a) hereof, if applicable, shall be extended by the number of days during the period from and including the date of the giving of such notice pursuant to Section 3(c)(iii) or Section 3(c)(iv) hereof to and including the date when each selling Holder covered by such Registration Statement shall have received the copies of the supplement or amended Prospectus contemplated by Section 3(c) hereof or shall have received the Advice.
AGREEMENT OF HOLDERS. As a condition precedent to permitting any Holder to participate in a Piggyback Registration, the Company shall have the right to require such Holder to execute an agreement in form and substance satisfactory to the Company to the effect that such Holder agrees to be bound by, and to comply with, all of the obligations of a Holder under this Agreement.
AGREEMENT OF HOLDERS. Every Holder of a Non-Transferable Warrant, by his acceptance thereof, consents and agrees with the Company, the Warrant Agent and every other Holder of a Non-Transferable Warrant that the Company and the Warrant Agent may deem and treat the person in whose name the Warrant Certificate is registered as the Holder and as the absolute, true and lawful owner of the Non-Transferable Warrants represented thereby for all purposes, and neither the Company nor the Warrant Agent shall be affected by any notice or knowledge to the contrary.
AGREEMENT OF HOLDERS. Every Registered Holder of a Class A Warrant or Class B Warrant, by his acceptance thereof, consents and agrees with the Company, the Warrant Agent and every other Holder of a Warrant that:
(a) the Warrants are transferable only on the registry books of the Warrant Agent by the Registered Holder thereof in person or by his attorney duly authorized in writing and only if the Warrant Certificates representing such Warrants are surrendered at the office of the Warrant Agent, duly endorsed or accompanied by a proper instrument of transfer satisfactory to the Warrant Agent and the Company in their sole discretion, together with payment of any applicable transfer taxes; and
(b) the Company and the Warrant Agent may deem and treat the person in whose name the Warrant Certificate is registered as the Registered Holder and as the absolute, true and lawful owner of the Warrants represented thereby for all purposes, and neither the Company nor the Warrant Agent shall be affected by any notice or knowledge to the contrary, except as otherwise expressly provided in Section 7 hereof.
AGREEMENT OF HOLDERS. Notwithstanding anything to the contrary in this Indenture, (i) no Holder shall take any action contrary to the direction given to the Trustee by Holders to dismiss with prejudice and release all claims, counterclaims and/or third-party claims that were asserted or could have been asserted by the Trustee or the Holders in connection with the 2011 Restructuring Transactions, including those asserted in the Lawsuit, (ii) no Holder shall have any rights with respect to any claims, counterclaims and/or third-party claims that were asserted or could have been asserted by the Trustee or the Holders in connection with the 2011 Restructuring Transactions, including those asserted in the Lawsuit, and (iii) no Holder shall have any rights with respect to any claims that could be asserted against the Trustee in connection with the Trustee’s execution of the Stipulation and the Trustee Release. The terms “2011 Restructuring Transactions,” “Lawsuit,” “Stipulation,” and “Trustee Release” will have the meanings ascribed to such terms in the Consent Solicitation Statement.
AGREEMENT OF HOLDERS. This Note and the terms hereof are agreed to by each Holder by its acceptance of this Note.
AGREEMENT OF HOLDERS. By purchasing ARS, whether in an Auction or otherwise, each prospective purchaser of ARS and its Broker-Dealer will be deemed to have agreed to the provisions for the replacement of the Auction Agent and each Broker-Dealer as provided in this Series 2014A Supplemental Trust Agreement, and relevant agreements among the School Board, the Trustee, the Auction Agent and the Broker-Dealers, as appropriate.
AGREEMENT OF HOLDERS. In consideration of the premises and other good and valuable consideration the receipt and sufficiency of which is hereby acknowledged, the Holders have agreed to the amendment and restatement described in this Section 1. Accordingly, subject to the terms and conditions hereof and on the basis of the representations and warranties herein contained or incorporated herein by reference, the parties hereto hereby agree that, from and after the fulfillment of the conditions set forth in Section 4, the Original Note Purchase Agreement shall be deemed to be amended and restated in the form of this Agreement.
AGREEMENT OF HOLDERS. Notwithstanding anything to the contrary in this Indenture, (i) no Holder shall take any action contrary to the direction given to Computershare Trust Company, N.A. (as successor to the Bank of Nova Scotia Trust Company of New York) (“Computershare”) by holders of Existing Senior Notes to dismiss with prejudice and release all claims, counterclaims and/or third-party claims that were asserted or could have been asserted by Computershare or such noteholders in connection with the 2011 Restructuring Transactions (as defined in the Offering Memorandum), including those asserted in the Lawsuit (as defined in the Offering Memorandum), (ii) no Holder shall have any rights with respect to any claims, counterclaims and/or third-party claims that were asserted or could have been asserted by Computershare or holders of Existing Senior Notes in connection with the 2011 Restructuring Transactions, including those asserted in the Lawsuit, and (iii) no Holder shall have any rights with respect to any claims that could be asserted against Computershare in connection with Computershare’s execution of the Stipulation (as defined in the Offering Memorandum) and the Trustee Release (as defined in the Offering Memorandum).
