No Duplication of Rights Sample Clauses

No Duplication of Rights. The Parties acknowledge and agree that each Warrant Holder shall be deemed as, as the case may be, the holders of the corresponding number of Preference Shares issuable upon conversion of the Warrant(s) held by it, on an as-converted and fully-diluted basis (as if such Warrant Holder has fully exercised its Warrant(s)) when calculating, determining and performing their respective entitlement to any rights, interests and/or any obligations arising from or attached to such Preference Shares for the purpose of the Transaction Agreements (for the avoidance of doubts, not including any rights, interests and/or obligations arising from or attached to such Preference Shares such Warrant Holder will be entitled to or subject to only after its exercise of its Warrant(s)), provided, however, that, in no event shall such Warrant Holder be entitled to any duplication of rights or interests in the Group Companies taken as a whole (including without limitation any economic, voting, governance or other shareholder rights).
AutoNDA by SimpleDocs
No Duplication of Rights. The Parties acknowledge and agree that each Warrant Holder shall be deemed as, as the case may be, the holders of the corresponding number of Preference Shares issuable upon conversion of the Warrant held by it, on an as-converted and fully-diluted basis (as if such Warrant Holder has fully exercised its Warrant) when calculating, determining and performing their respective entitlement to any rights, interests and/or any obligations arising from or attached to such Preference Shares for the purpose of the Transaction Agreements, provided, however, that, in no event shall such Warrant Holder be entitled to any duplication of rights or interests in the Group Companies taken as a whole (including without limitation any economic, voting, governance or other shareholder rights).
No Duplication of Rights. The Parties acknowledge and agree that each Option Holder shall be deemed as, as the case may be, the holders of the corresponding number of Preference Shares issuable upon conversion of the Option held by it, on an as-converted and fully-diluted basis (as if each Option Holder had fully exercised its Option in accordance with the respective Option Agreement and the JV Entity was wholly-owned by the WFOE II) when calculating, determining and performing their respective entitlement to any rights, interests and/or any obligations arising from or attached to such Preference Shares for the purpose of the Transaction Agreements and/or the Existing Transaction Documents, provided, however, that, in no event shall any Option Holder be entitled to any duplication of rights or interests in the Group Companies taken as a whole (including without limitation any economic, voting, governance or other shareholder rights), or receive any duplication of dividend, distribution or other benefit, by reason of its holding of both equity interest in the JV Entity and the Option. Without prejudice to the Section 3.1 of the respective Option Agreement, if and to the extent, a Holder of the Option has exercised any right or received any dividend, distribution, equity purchase price (for its Equity Security in the Company) or other benefit in its capacity as a shareholder of the JV Entity, then it shall be deemed as having irrevocably waved and/or forfeited the right to exercise any equivalent right or receive any equivalent dividend, distribution, equity purchase price (for its Equity Security in the Company) or other benefit in its capacity as a Holder of the Option (whether or not its Option shall be deemed as fully exercised, exercisable or exercised hereunder). Without limiting the generality of the foregoing and without prejudice to the Section 3.1 of the respective Option Agreement, (a) if an Option Holder receives any dividend, distribution, equity purchase price (for its Equity Security in the Company) or other benefit in its capacity as a holder of the equity interest in the JV Entity, such amount shall be deducted from and offset against any amount such Option Holder otherwise may be entitled to receive hereunder whether on the basis that its Option is deemed exercised, exercisable or exercised, and vice versa, and (b) in no event shall the total amount of dividend, distribution, equity purchase price (for its Equity Security in the Company) or other benefit a Holder of...
No Duplication of Rights. The Parties acknowledge and agree that the covenants and agreements in this Article 3 supersede and replace (and are not in addition to) the covenants and agreements of the Parties with respect to the subject matter of this Agreement set forth in the letter agreements dated March 13, 2021 between SFLT, on the one hand, and each of the Company and RCT, on the other hand.
No Duplication of Rights. Upon any Transfer of the Anchor Investors Securities or Dvara Securities, if such Transfer is along with the rights attached to the Securities so transferred, then the purchaser of such Securities shall be entitled to all the rights of such Anchor Investors or Dvara in terms of this Agreement in respect of such Anchor Investor Securities or Dvara Securities, as the case may be, subject to the purchaser executing a Deed of Adherence. It is understood that there shall be no duplication of rights pertaining to Anchor Investor Securities or Dvara Securities and either the transferor of the said Securities or the concerned transferee may exercise rights therein and not both. The Management Team and the Company hereby agree, confirm and undertake that they shall do all such acts, deeds and things as may be required to give effect to such Transfer by the Anchor Investors and, or, Dvara and providing all support, information and documents for undertaking any due diligence exercise by the prospective purchaser. All representations, warranties and indemnities as may be required in respect of the Company shall be provided by the Company.

Related to No Duplication of Rights

  • Limitation of Rights The Option does not confer to the Optionee or the Optionee's personal representative any rights of a shareholder of the Company unless and until shares of Stock are in fact issued to such person in connection with the exercise of the Option. Nothing in this Option Agreement shall interfere with or limit in any way the right of the Company or any Subsidiary to terminate the Optionee's employment at any time, nor confer upon the Optionee any right to continue in the employ of the Company or any Subsidiary.

  • Allocation of Rights (1) Except as provided in paragraph (c) of this clause, HTFC shall have unlimited rights in: (i) Data first produced in the performance of this contract; (ii) Form, fit, and function data delivered under this contract; (iii) Data delivered under this contract (except for restricted computer software) that constitute manuals or instructional and training material for installation, operation, or routine maintenance and repair of items, components, or processes delivered or furnished for use under this contract; and (iv) All other data delivered under this contract unless provided otherwise for limited rights data or restricted computer software in accordance with paragraph (g) of this clause. (2) The Contractor shall have the right to: (i) Assert copyright in data first produced in the performance of this contract to the extent provided in paragraph (c)(1) of this clause; (ii) Use, release to others, reproduce, distribute, or publish any data first produced or specifically used by the Contractor in the performance of this contract, unless provided otherwise in paragraph (d) of this clause; (iii) Substantiate the use of, add, or correct limited rights, restricted rights, or copyright notices and to take other appropriate action, in accordance with paragraphs (e) and (f) of this clause; and (iv) Protect from unauthorized disclosure and use those data that are limited rights data or restricted computer software to the extent provided in paragraph (g) of this clause.

  • No Limitation of Rights The indemnification provided by this Section 7.7 shall be in addition to any other rights to which an Indemnitee or any other Person may be entitled under any agreement, pursuant to any vote of the Partners, as a matter of law or otherwise, and shall continue as to an Indemnitee who has ceased to serve in such capacity unless otherwise provided in a written agreement pursuant to which such Indemnitee is indemnified.

  • Termination of Rights The right of first refusal granted the --------------------- Company by Section 3(b) above and the option to repurchase the Shares in the event of an involuntary transfer granted the Company by Section 3(c) above shall terminate upon the first sale of Common Stock of the Company to the general public pursuant to a registration statement filed with and declared effective by the Securities and Exchange Commission under the Securities Act. Upon termination of the right of first refusal described in Section 3(b) and the expiration or exercise of the Repurchase Option, a new certificate or certificates representing the Shares not repurchased shall be issued, on request, without the legend referred to in Section 6(a)(ii) below and delivered to Purchaser.

  • Expiration of Rights The Rights will expire on the earliest of (a) 5:00 p.m., New York City time, on December 30, 2021 (b) the time at which the Rights are redeemed (as described in Section 6 below), and (c) the time at which the Rights are exchanged in full (as described in Section 7 below).

  • Limitation of Rights of Holders Except as set forth in Section 9.2, the death, bankruptcy, termination, dissolution or incapacity of any Person having an interest, beneficial or otherwise, in Trust Securities shall not operate to terminate this Trust Agreement, nor annul, dissolve or terminate the Trust nor entitle the legal representatives or heirs of such Person or any Holder for such Person, to claim an accounting, take any action or bring any proceeding in any court for a partition or winding up of the arrangements contemplated hereby, nor otherwise affect the rights, obligations and liabilities of the parties hereto or any of them.

  • Modification of Rights The rights of the Optionee are subject to modification and termination in certain events as provided in this Option Agreement and the Plan.

  • Reservation of Rights NYISO and Connecting Transmission Owner shall have the right to make unilateral filings with FERC to modify this Agreement with respect to any rates, terms and conditions, charges, classifications of service, rule or regulation under section 205 or any other applicable provision of the Federal Power Act and FERC’s rules and regulations thereunder, and Developer shall have the right to make a unilateral filing with FERC to modify this Agreement pursuant to section 206 or any other applicable provision of the Federal Power Act and FERC’s rules and regulations thereunder; provided that each Party shall have the right to protest any such filing by another Party and to participate fully in any proceeding before FERC in which such modifications may be considered. Nothing in this Agreement shall limit the rights of the Parties or of FERC under sections 205 or 206 of the Federal Power Act and FERC’s rules and regulations thereunder, except to the extent that the Parties otherwise mutually agree as provided herein.

  • No Impairment of Rights The Company will not, by amendment of its Charter or through any other means, avoid or seek to avoid the observance or performance of any of the terms of this Warrant, but will at all times in good faith assist in the carrying out of all such terms and in the taking of all such action as may be necessary or appropriate in order to protect the rights of the holder of this Warrant against impairment.

  • Protection of Rights Licensee shall not copy, translate, disassemble, decompile, nor reverse engineer the Software or other SAP Materials. Licensee shall not create or attempt to create the source code from the object code of the Software or other SAP Materials. Licensee is permitted to back up data in accordance with good information technology practice and for this purpose to create the necessary backup copies of the Software. Backup copies on transportable discs or other data media must be marked as backup copies and bear the same copyright and authorship notice as the original discs or other data media, unless technically infeasible. Licensee must not change or remove SAP’s copyright and authorship notices.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!