New Shareholders Agreement. Each Initial Seller shall have executed and delivered to Purchaser the New Shareholders' Agreement in the form attached hereto as Exhibit 7.2(i) (the "New Shareholders' Agreement").
New Shareholders Agreement. The Company, the Founders and the other Shareholders (where applicable) hereby terminate any shareholders agreement they had or have prior to the Closing Date. Immediately after the consummation of the transaction contemplated by this Agreement, the Parties agree to be bound by the terms and conditions of this Agreement and the Amended Articles of Association.
New Shareholders Agreement. Notwithstanding anything to the contrary contained in this Agreement, Inure shall have a right to effect the transfer of title to all or part of its Shares to DKL and/or Axxxxx at any time. The Parties agree not to exercise any rights of first refusal they may have under this Agreement and/or under Russian Law in connection with any transfer of Shares from Inure to DKL and/or Axxxxx. Upon Inure’s written request made in connection with Inure’s contemplated or actual transfer of title to all or part of its Shares to DKL and/or Axxxxx (or to any other Person, upon Buyer having received evidence to its satisfaction that such other Person has beneficial owners identical to those of DKL and/or Axxxxx), the Parties shall negotiate in good faith and use their respective best efforts to agree to amend this Agreement to allow DKL and Axxxxx to become parties to this Agreement on substantially the same terms as Inure and collectively to have substantially the same rights under this Agreement as Inure, provided that any and all undertakings or liabilities of Inure under the Stock Purchase Agreement or preexisting obligations hereunder shall be assumed in full by DKL and/or Axxxxx and the revised shareholder ownership structure of the Company shall not (1) in any way affect the ability of the Parent to fully consolidate the Company and its Subsidiaries in Parent’s financial statement in accordance with US GAAP and/or SEC Rules; (2) diminish the rights of Buyer or SFMT hereunder.
New Shareholders Agreement. The executed Shareholders' Agreement between the Company, Redemption Shareholders who will be a shareholder of the Company immediately after the Closing and each Purchaser, dated the Closing Date, in substantially the form of Exhibit D attached hereto.
New Shareholders Agreement. The New Shareholders Agreement as set forth in Exhibit B attached hereto shall have been entered into at the Initial Closing Date.
New Shareholders Agreement. The Sponsor Sellers and Parent agree to use their reasonable best efforts to negotiate in good faith a shareholders agreement (the “New Shareholders Agreement”) as soon as reasonably practicable following the date hereof to be entered into on the Closing Date with Parent, the Sponsor Sellers, BC European Capital VIII and any of its Affiliates or investors that acquire Parent Shares at or prior to the Closing, and certain other shareholders of Parent, which New Shareholders Agreement shall be on substantially the same terms and conditions described on the term sheet attached hereto as Exhibit E.
New Shareholders Agreement. Xx. Xxxxxx and AMX shall enter into a new shareholders agreement at Closing governing the rights of each with respect to their shares of PHAST Common Stock or PHAST Preferred Stock, as the case may be.
New Shareholders Agreement. On the Effective Date, Reorganized Quorum shall enter into and deliver the New Shareholders Agreement, in substantially the form included in the Plan Supplement, to each Holder of New Common Stock and such parties shall be bound thereby, in each case without the need for execution by any party thereto other than Reorganized Quorum.
New Shareholders Agreement. Each Droneify Shareholder acknowledges that it is currently a party to that certain Shareholders Agreement, dated as of March 31, 2017, as amended (the “Existing Shareholders Agreement”), among the Droneify Shareholders and Droneify. In connection with the Exchange, each Droneify Shareholder will be entering into a new shareholders agreement with the Company in the form previously distributed to the Droneify Shareholders (the “New Shareholders Agreement”). The New Shareholders Agreement is substantially similar to the Existing Shareholders Agreement, but it is being entered into with the Company instead of Droneify. Each Droneify Shareholder acknowledges receipt of a copy of the New Shareholders Agreement attached as Exhibit B and agrees to execute and deliver the New Shareholders Agreement and to execute all other documents and instruments and take all other actions necessary in connection with the New Shareholders Agreement and hereby agrees to be bound by the terms and conditions of the New Shareholders Agreement as a “Shareholder” thereunder.
New Shareholders Agreement. The summary of the principal terms of the New Shareholders’ Agreement is set forth below: Date : 22 May 2024 Parties : (i) The Purchaser; and (ii) Xx. Xxxxx TW Term : The term of the New Shareholders’ Agreement is indefinite, however, the term may be modified or terminated in writing upon the parties’ agreement, provided that such modification or termination complies with the Listing Rules. Major terms : The Purchaser and Xx. Xxxxx XX agreed on the rights and obligations of them as shareholders of the Landholding Company and also, restrictions against Xx. Xxxxx TW with respect of, among other things, the disposal of the Relevant Shares, distribution of dividends and management and operation of the Landholding Company, to parties other than the Purchaser or to any other person to be designated by the Purchaser. If there are any dividends, profits, benefits or interests declared in relation to the interests of Xx. Xxxxx XX as a shareholder in the Landholding Company, he can only transfer and assign these interests to the Purchaser or to any other person to be designated by the Purchaser, and ultimately, the Company. The New Shareholders’ Agreement shall replace and supersede the Existing Shareholders’ Agreement upon signing of the New Shareholders’ Agreement.
