Common use of Agreements with Respect to Equity Interests Clause in Contracts

Agreements with Respect to Equity Interests. Except as set forth on Schedule 3.5(b), as of the date of this Agreement, there are no preemptive or other outstanding rights, options, warrants, conversion rights, equity appreciation rights, redemption rights, repurchase rights, agreements, arrangements or commitments of any character under which the Purchased Companies are or may become obligated to issue or sell, or give any Person a right to subscribe for or acquire, or in any way dispose of, any shares of capital stock, membership interests, partnership interests or other equity interests, or any securities or obligations exercisable or exchangeable for or convertible into any shares of capital stock or other equity interests, of the Purchased Companies, and no securities or obligations evidencing such rights are authorized, issued or outstanding. Except as set forth on Schedule 3.5(b), as of the date of this Agreement, the outstanding stock, membership interests, partnership interests and other equity interests of the Purchased Companies are not subject to any voting trust agreement or other contract, agreement or arrangement restricting or otherwise relating to the voting, dividend rights or disposition of such stock or other equity interests.

Appears in 2 contracts

Samples: Share Purchase Agreement (Griffon Corp), Share Purchase Agreement (TTM Technologies Inc)

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Agreements with Respect to Equity Interests. Except as set forth on Schedule 3.5(b3.6(c), as of the date of this Agreement, there are no preemptive or other outstanding rights, options, warrants, conversion rights, equity stock appreciation rights, redemption rights, repurchase rights, agreements, arrangements or commitments of any character under which any of the Purchased Companies are is or may become obligated to issue or sell, redeem or repurchase, or give any Person a right to subscribe for or acquire, or in any way dispose of, any shares of capital stock, membership interests, partnership interests or other equity interestsEquity Interests, or any securities or obligations exercisable or exchangeable for or convertible into any shares Equity Interests, of capital stock or other equity interests, any of the Purchased Companies, and no securities or obligations evidencing such rights are authorized, issued or outstanding. Except as set forth on Schedule 3.5(b3.6(c), as of the date of this Agreement, the outstanding stock, membership interests, partnership interests and other equity interests Equity Interests of the Purchased Companies are not subject to any voting trust agreement agreement, proxy or other contractContract, agreement or arrangement restricting or otherwise relating to the voting, dividend rights or disposition of such stock Equity Interests. None of the Purchased Companies have granted any fixed or floating security interests with respect to their respective Equity Interests (or the Equity Interests of any other equity interestsPurchased Company) that are outstanding.

Appears in 1 contract

Samples: Merger Agreement (Emergent BioSolutions Inc.)

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Agreements with Respect to Equity Interests. Except as set forth on in Schedule 3.5(b3.6(d), as of the date of this Agreement, there are no preemptive or other outstanding rights, options, warrants, conversion rights, equity stock appreciation rights, redemption rights, repurchase rights, agreements, arrangements or commitments of any character under which the Purchased Companies are or may become obligated to issue or sell, or give any Person a right to subscribe for or acquire, or in any way dispose of, any shares of the capital stock, membership interests, partnership interests stock or other equity interests, or any securities or obligations exercisable or exchangeable for or convertible into any shares of the capital stock or other equity interests, of the Purchased Companies, and no securities or obligations evidencing such rights are authorized, issued or outstanding. Except as set forth on in Schedule 3.5(b3.6(d), as of the date of this Agreement, the outstanding stock, membership interests, partnership interests stock and other equity interests of the Purchased Companies are not subject to any voting trust agreement or other contract, agreement agreement, commitment or arrangement restricting or otherwise relating to the voting, dividend rights or disposition of such stock or other equity interests. There are no phantom stock or similar rights providing economic benefits based, directly or indirectly, on the value or price of the stock or other equity interests of the Purchased Companies.

Appears in 1 contract

Samples: Transaction Agreement (Connors Bros. Holdings, L.P.)

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