Continuing Obligations of Transferor. In the event of any Transfer of Shares or Convertible Securities to a Permitted Transferee or pursuant to Section 5.2(b), the transferor shall, at all times after such Transfer: (i) be jointly and severally liable with the transferee for the observance and performance of the covenants and obligations of the transferee under this Agreement; and (ii) indemnify the other Parties against any loss, damage or expense incurred as a result of the failure of the transferee to comply with the provisions of this Agreement.
Appears in 6 contracts
Samples: Shareholder Agreement, Shareholder Agreement (Morgan Stanley), Shareholder Agreement (Power Technology Investment CORP)
Continuing Obligations of Transferor. In the event of any Transfer of Common Shares or Convertible Securities to a Permitted Transferee or pursuant to Section 5.2(b), the transferor shall, at all times after such Transfer: (i) be jointly and severally liable with the transferee for the observance and performance of the covenants and obligations of the transferee under this Agreement; and (ii) indemnify the other Parties against any loss, damage or expense incurred as a result of the failure of the transferee to comply with the provisions of this Agreement.
Appears in 3 contracts
Samples: Shareholders Agreement (Matthews Terence H), Shareholders Agreement (Francisco Partners GP II Management, LLC), Shareholders Agreement (Mitel Networks Corp)
Continuing Obligations of Transferor. In the event of any Transfer of Shares or Convertible Securities to a Permitted Transferee or pursuant to Section 5.2(b) or 5.2(c), the transferor shall, at all times after such Transfer: (i) be jointly and severally liable with the transferee for the observance and performance of the covenants and obligations of the transferee under this Agreement; and (ii) indemnify the other Parties against any loss, damage or expense incurred as a result of the failure of the transferee to comply with the provisions of this Agreement.
Appears in 3 contracts
Samples: Shareholder Agreement (Power Technology Investment CORP), Shareholder Agreement (Zarlink Semiconductor Inc), Shareholder Agreement (EdgeStone Capital Equity Fund II - US GP, L.P.)
