Agreements with Stockholders. The Underwriter shall have received the agreements, in form and substance satisfactory to the Underwriter, as contemplated by Paragraphs 3(l) and (t) of this Agreement.
Agreements with Stockholders. Any transaction or agreement (other than the Management Agreement and any other transactions or agreements contemplated hereby) entered into between the Company, on the one hand, and any of the Stockholders or their Affiliates, on the other hand, after the date hereof shall be negotiated on an arm’s-length basis as determined by the members of the Board of Directors which are not Nominees of such transacting Stockholder and shall be subject to the approval of Trimaran. This Section 2.2 shall not apply to employment matters with respect to Management Stockholders, which matters will be subject to necessary approvals of the Board of Directors, or the applicable committee thereof.
Agreements with Stockholders. The Representatives shall have received the agreements, in form and substance satisfactory to the Representatives, as contemplated by Paragraph 3(u) of this Agreement.
Agreements with Stockholders. At the Closing, Parent shall pay an “Early Termination Payment” (as defined in the Existing Stockholders ITR Agreement) in the amount of $188.5 million, in respect of the Existing Stockholders ITR Agreement, and each Stockholder hereby acknowledges and agrees that such amount constitutes all amounts owed to the Stockholders under the Existing Stockholders ITR Agreement and such payment at the Closing will satisfy all obligations to the Stockholders thereunder.
Agreements with Stockholders. SCHEDULE 5.22 lists all agreements, arrangements or understandings between the Company and one or more stockholders of the Company relating to the transfer of any class of securities of the Company (including, without limitation, tag-along rights, drag-along rights, rights of first offer or any similar rights or obligations) or voting of any class of securities of the Company. The Company has delivered to Purchaser copies of all agreements and documents relating thereto.
Agreements with Stockholders. Except for the agreements listed in Exhibit ----------------------------- 9 there are no agreements or contracts between Sunweb GmbH and the Sellers or persons close to them and affiliated enterprises respectively.
Agreements with Stockholders. Enter into any agreements with any Company Stockholder;
Agreements with Stockholders. The corporation will have power to enter into and perform any agreement with any number of stockholders of any one or more classes of stock of the corporation to restrict the transfer of shares of stock of the corporation of any one or more classes owned by such stockholders in any manner not prohibited by the Delaware General Corporation Law (the “DGCL”).
Agreements with Stockholders. The Company shall use its best efforts to cause all Persons that are or become Significant Stockholders to become parties to the Stockholders Agreement except for those stockholders who acquire Voting Securities in a transaction where the Stockholders Agreement does not require a transferee to enter into the Stockholders Agreement.
Agreements with Stockholders. At or prior to the Closing, the agreements set forth on Schedule 4.2(l) shall have been terminated without payment of any consideration by the Company, and there shall be no obligations or liabilities of the Company with respect thereto.
