Company Shareholders Agreement. Bosch herewith irrevocably waives any and all rights under or in connection with the Company Shareholders’ Agreement and/or the Company’s Articles of Association which will be triggered as a consequence of the execution of this Agreement and/or the BCA, including, without limitation, rights of first refusal and pre-emption rights.
Company Shareholders Agreement. Upon the occurrence of the Exercise, the Buyer and the Sellers (collectively, the “Company Shareholders”) shall enter into a shareholders’ agreement (the “Company Shareholders’ Agreement”) consistent with the terms hereof, that addresses, among other things, management of the Company, rights to distributions from the Company, liquidity events with respect to the Company, and provisions regarding the transferability of equity in the Company. Certain terms to be included in the Company Shareholders’ Agreement are set forth in this Option Agreement under the following sections: “Management and Operation of the Company,” “Distributions to Company Shareholders,” and “Transfers of Company Shares.” The Buyer and the Sellers expect the Company Shareholders’ Agreement will incorporate and supersede similar terms of the NAJV Term Sheet.
Company Shareholders Agreement. The Shareholder hereby acknowledges and agrees that to the extent the transactions contemplated by the Business Combination Agreement consummate and the Closing occurs, then the Company Shareholders Agreement (and all agreements ancillary thereto, including any addendums or side letters to such Shareholders Agreement) shall no longer be in effect and will be terminated in accordance with its terms and conditions set forth therein.
Company Shareholders Agreement. The Company Shareholders’ Agreement shall have been terminated and evidence of such termination shall have been delivered to Buyer.
Company Shareholders Agreement. Neither the Company nor the Sellers are parties to any shareholders agreement setting forth the rights, obligations, and restrictions regarding the Shares. The Company and Sellers further represent and warrant that that certain Shareholders Agreement, dated as of July 1, 2012, by and among the Company, Svanawar, and Thanx Ventures, Inc., was terminated and is of no force or effect.
Company Shareholders Agreement. On [*] 2021, Xx. Xxxx Xxxxxxx, New Century Tourism, Xxxxxx Xxxxxxx, OC Hotels, NC Hotels Investment, Ouling Bohui, CTrip Hong Kong, the Offeror and the Company entered into the Company Shareholders’ Agreement in respect of the governance of the Company, which is intended to take full effect on the date that is 4 business days after the date that the H Share Offer becomes unconditional in all respects. A summary of the key terms of the Company Shareholders’ Agreement is set out below:
Company Shareholders Agreement. Company Shareholders Agreement shall be in full force and effect and shall not have been amended or modified without the consent of Agent and Requisite Lenders.
Company Shareholders Agreement. (a) Each of the Principal Company Shareholders hereby (i) agrees that, notwithstanding anything to the contrary contained in Section 6.2 of the Company Shareholders Agreement, such Principal Company Shareholder shall not require that (A) the Share Exchange remains valid for a period of 70 days after the delivery of the Offer Notification or (B) any other Principal Company Shareholder not commit to accept the Share Exchange for a period of 60 days after the date hereof and (ii) waives its rights under Article 4 and the first sentence of Section 6.5 of the Company Shareholders Agreement in connection with this Agreement and the Transactions.
(b) Effective as of the Closing, each Principal Company Shareholder hereby agrees not to enforce the terms of the Company Shareholders Agreement against any other Principal Company Shareholder. Each Principal Company Shareholder agrees that, effective immediately upon the later of the Closing and the acquisition of all of the capital stock of the Company (including all securities convertible into, and all other rights to acquire, capital stock of the Company, but excluding Company Stock Options) held by parties to the Company Shareholders Agreement that are not Principal Company Shareholders by the Issuer, the Company Shareholders Agreement shall be terminated and shall have no further force or effect.
Company Shareholders Agreement. “Company Shareholders’ Agreement” shall mean the First Amended and Restated Agreement of the Shareholders of the Company dated March 23, 2004.
Company Shareholders Agreement. 14 SECTION 3.06. LITIGATION........................................................ 14 SECTION 3.07. COMPLIANCE WITH LAWS.............................................. 14 SECTION 3.08. BROKERS........................................................... 15 SECTION 3.09. FULL DISCLOSURE................................................... 15
