Common use of Enabling Provisions Clause in Contracts

Enabling Provisions. (a) Holdco I agrees that it shall vote, or cause to be voted or execute written consents for, as the case may be, all shares of TAM Ordinary Stock beneficially owned by it, and shall take all other action reasonably necessary (including by causing TAM to call a special meeting of shareholders or the TAM Chairman to call a special meeting of the TAM Board, as applicable) so as to give effect to the agreements with respect to representation on the TAM Board contained in this Article I and to ensure that the by-laws of TAM (i) facilitate, enable and do not at any time conflict with any provision of this Agreement and (ii) permit each of LATAM and TEP to receive the full benefits to which it is entitled under this Agreement. Holdco I further agrees that it shall not take any action directly as a shareholder of TAM, and each of LATAM and TEP agree it shall not take any action indirectly through any of its Board Representatives, or otherwise that would contravene or frustrate the implementation of these agreements. Each of LATAM and TEP shall cause all of its Board Representatives, and Holdco I shall cause each board member of TAM, to act at all times in conformity with, and to take such action as may reasonably be required of and available to them to ensure the fulfillment of, the terms of this Agreement and the by-laws of TAM. TAM agrees not to take any action that would conflict with or subvert the operation or enforcement of any provision of this Agreement or that would impede any party’s ability to receive the full benefits to which such party is entitled under this Agreement.

Appears in 3 contracts

Samples: Shareholders Agreement, Shareholders Agreement (Tam S.A.), Shareholders Agreement (Holdco II S.A.)

AutoNDA by SimpleDocs

Enabling Provisions. (a) Holdco I Each Shareholder agrees that it shall vote, or cause to be voted or execute written consents for, as the case may be, all shares of TAM Ordinary Holdco 1 Voting Stock beneficially owned by it, and each Party shall take all other action reasonably necessary (including by causing Holdco 1 or TAM to call a special meeting of shareholders or the Holdco 1 Chairman or the TAM Chairman to call a special meeting of the Holdco 1 Board or the TAM Board, as applicable) so as to give effect to the agreements with respect to representation on the Holdco 1 Board and the TAM Board contained in this Article I and to ensure that the by-laws other Organizational Documents of Holdco 1 and TAM (i) facilitate, enable and do not at any time conflict with any provision of this Agreement and (ii) permit each of LATAM and TEP Shareholder to receive the full benefits to which it each Shareholder is entitled under this Agreement. Holdco I Each Party further agrees that it shall not take any action directly as a shareholder of Holdco 1 or TAM, and each of LATAM and TEP agree it shall not take any action indirectly through any of its Director Representatives as members of the Holdco 1 Board Representativesor the TAM Board, or otherwise that would contravene or frustrate the implementation of these agreements. Each of LATAM , and TEP that it shall cause all of its Director Representatives as members of the Holdco 1 Board Representatives, and Holdco I shall cause each board member of TAM, or the TAM Board to act at all times in conformity with, and to take such action as may reasonably be required of and available to them to ensure the fulfillment of, the terms of this Agreement and the by-laws other Organizational Documents of Holdco 1 and TAM. TAM Holdco 1 agrees not to take take, or to cause or permit TAM to take, any action that would conflict with or subvert the operation or enforcement of any provision of this Agreement or that would impede any partyShareholder’s ability to receive the full benefits to which such party Shareholder is entitled under this Agreement.

Appears in 3 contracts

Samples: Shareholders Agreement (Lan Airlines SA), Shareholders Agreement (Lan Airlines SA), Shareholders Agreement

Enabling Provisions. (a) Holdco I 1 agrees that it shall vote, or cause to be voted or execute written consents for, as the case may be, all shares of TAM Ordinary Stock beneficially owned by it, and shall take all other action reasonably necessary (including by causing TAM to call a special meeting of shareholders or the TAM Chairman to call a special meeting of the TAM Board, as applicable) so as to give effect to the agreements with respect to representation on the TAM Board contained in this Article I and to ensure that the by-laws of TAM (i) facilitate, enable and do not at any time conflict with any provision of this Agreement and (ii) permit each of LATAM and TEP to receive the full benefits to which it is entitled under this Agreement. Holdco I 1 further agrees that it shall not take any action directly as a shareholder of TAM, and each of LATAM and TEP agree it shall not take any action indirectly through any of its Board Representatives, or otherwise that would contravene or frustrate the implementation of these agreements. Each of LATAM and TEP shall cause all of its Board Representatives, and Holdco I 1 shall cause each board member of TAM, to act at all times in conformity with, and to take such action as may reasonably be required of and available to them to ensure the fulfillment of, the terms of this Agreement and the by-laws of TAM. TAM agrees not to take any action that would conflict with or subvert the operation or enforcement of any provision of this Agreement or that would impede any party’s ability to receive the full benefits to which such party is entitled under this Agreement.

Appears in 3 contracts

Samples: Shareholders Agreement (Lan Airlines SA), Shareholders Agreement (Lan Airlines SA), Shareholders Agreement

AutoNDA by SimpleDocs

Enabling Provisions. (a) Holdco I Each Shareholder agrees that it shall vote, or cause to be voted or execute written consents for, as the case may be, all shares of TAM Ordinary Holdco I Voting Stock beneficially owned by it, and each Party shall take all other action reasonably necessary (including by causing Holdco I or TAM to call a special meeting of shareholders or the Holdco I Chairman or the TAM Chairman to call a special meeting of the Holdco I Board or the TAM Board, as applicable) so as to give effect to the agreements with respect to representation on the Holdco I Board and the TAM Board contained in this Article I and to ensure that the by-laws other Organizational Documents of Holdco I and TAM (i) facilitate, enable and do not at any time conflict with any provision of this Agreement and (ii) permit each of LATAM and TEP Shareholder to receive the full benefits to which it each Shareholder is entitled under this Agreement. Holdco I Each Party further agrees that it shall not take any action directly as a shareholder of Holdco I or TAM, and each of LATAM and TEP agree it shall not take any action indirectly through any of its Director Representatives as members of the Holdco I Board Representativesor the TAM Board, or otherwise that would contravene or frustrate the implementation of these agreements. Each of LATAM , and TEP that it shall cause all of its Board Representatives, and Director Representatives as members of the Holdco I shall cause each board member of TAM, Board or the TAM Board to act at all times in conformity with, and to take such action as may reasonably be required of and available to them to ensure the fulfillment of, the terms of this Agreement and the by-laws other Organizational Documents of Holdco I and TAM. TAM Holdco I agrees not to take take, or to cause or permit TAM to take, any action that would conflict with or subvert the operation or enforcement of any provision of this Agreement or that would impede any partyShareholder’s ability to receive the full benefits to which such party Shareholder is entitled under this Agreement.

Appears in 2 contracts

Samples: Shareholders Agreement (Tam S.A.), Shareholders Agreement (Holdco II S.A.)

Time is Money Join Law Insider Premium to draft better contracts faster.