Obligation of Shareholder Sample Clauses

Obligation of Shareholder. 7.2.1 Upon the occurrence of any Purchase Event, the estate of the deceased Shareholder, the Beneficiary of the Shareholder (as listed on Exhibit A) or the disabled, terminated, or insolvent Shareholder, as the case may be (the “Seller” herein), shall offer for sale to the Corporation all of the shares of stock of the Corporation held by the Seller (the “Offered Shares” herein). The Corporation shall have 30 days within which to accept such offer and tender performance thereunder by giving written notice thereof to the Seller. 7.2.2 In the event such offer is not accepted by the Corporation within such 30-day period, then the remaining Shareholders shall have an option to purchase the Offered Shares within a period of 30 days following the expiration of such first 30-day offering period, and shall exercise such option by giving written notice thereof to the Seller. 7.2.3 In the event such offer is accepted by more than one of the remaining Shareholders, the Offered Shares shall be divided among the accepting Shareholders pro rata to the number of shares of the Corporation owned by all accepting Shareholders. 7.2.4 In the event such offer is not accepted within such second 30-day period, then the Seller shall have the right to retain the Offered Shares or to sell, assign, transfer, or dispose of the Offered Shares to third-parties, subject to Sections 6 and 10 hereof.
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Obligation of Shareholder. It shall be a condition precedent to the obligations of Issuer to take any action pursuant to this Article II with respect to the Registerable Securities that Shareholder shall: (a) not disclose to any Person that a Registration Notice has been delivered by Issuer or the terms of any Offering; provided, however, that Shareholder may disclose such Registration Notice to its legal and financial advisors that have agreed in writing to retain such information as confidential or are otherwise bound by a legally enforceable duty of confidentiality to Shareholder; (b) promptly furnish to Issuer in writing such information regarding itself, the Registerable Securities held by it, and the intended method of disposition of such securities as shall be required to effect the registration of such Registerable Securities and to assure compliance with federal and applicable state securities Laws; (c) enter into and perform its obligations under any underwriting agreement relating to the Offering and any additional agreements reasonably required by Issuer and any applicable underwriting, including any “lock-up” or similar agreement; (d) in the event of (i) any request by the SEC for amendments or supplements to a registration statement or related prospectus or related information, (ii) of Issuer’s reasonable determination that a post-effective amendment to a registration statement would be appropriate, (iii) the receipt of any request by the SEC or any other Governmental Authority for any additional information relating to the registration statement or any amendment or supplement thereto or any related prospectus, (iv) the issuance of any stop order or any other suspension of a registration statement or the use of any prospectus contained therein, or (v) the suspension of the qualification, or the loss of an exception from qualification, of any of the Registerable Securities for sale in any jurisdiction, immediately, upon Shareholder’s receipt of notice thereof, discontinue disposition of Registerable Securities pursuant to any registration statement(s) covering such Registerable Securities until Shareholder’s receipt of the copies of any required supplemented or amended prospectus or receipt of notice that no supplement or amendment is required; and (e) not effect any public sale or distribution of securities similar to those being registered or of any securities convertible into or exchangeable or exercisable for such securities or hedging transactions relating to the R...
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Obligation of Shareholder. Any Demand Request or Piggyback Request (a "Request") shall express the present intent to offer for sale to the public the number of Registrable Shares to be included in the registration statement and contain an undertaking reasonably to provide such information and materials and take such action as may be required to permit the Company to comply with all applicable requirements of the SEC and to obtain acceleration of the effective date of the registration statement.
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Obligation of Shareholder. The Shareholders will at all times: a. act in good faith towards the Company and the Shareholders;
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Obligation of Shareholder. The obligation of the Shareholder to consummate the transactions contemplated by this Amendment shall be subject to the fulfillment, at or prior to the Effective Date, of the following conditions: (a) Purchaser and Fireline shall have delivered to the Shareholder, a duly executed original of this Amendment. (b) The Escrow Agent, the Purchaser and Fireline shall have delivered to the Shareholder, a duly executed original of the Escrow Agreement, and the terms and conditions of such Escrow Agreement shall be consistent with the terms and conditions of this Amendment and shall otherwise be satisfactory to the Shareholder in all respects. (c) Purchaser and Fireline shall have executed such other documents, agreements and certificates, and complied with each request of the Shareholder, as are reasonably required by Purchaser and Fireline to accomplish the transactions contemplated hereby.
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Related to Obligation of Shareholder

  • LIMITATION OF SHAREHOLDER LIABILITY 9.01 Notice is hereby given that this Agreement is being executed by the Fund by a duly authorized officer thereof acting as such and not individually. The obligations of this Agreement are not binding upon any of the trustees, officers, shareholders or the investment advisor of the Fund individually but are binding only upon the assets and property belonging to the Fund, on its own behalf or on behalf of a Portfolio, for the benefit of which the trustees or directors have caused this Agreement to be executed.

  • No Rights of Shareholder The Option Holder shall not, by virtue hereof, be entitled to any rights of a shareholder in the Company, either at law or in equity.

  • Rights of Shareholder Except as otherwise provided in this instrument, the Grantee shall have no rights as a shareholder of the Corporation in respect of the Restricted Units or Common Stock for which the Award is granted; and the Grantee shall not be considered or treated as a record owner of shares of Common Stock with respect to the Restricted Units until the Common Stock is issued to Grantee and no longer subject to any of the restrictions imposed under the Award indicated in this instrument, and Common Stock is actually issued and transferred to Grantee.

  • Indemnification of Shareholders If any Shareholder or former Shareholder of any Series is held personally liable solely by reason of his or her being or having been a Shareholder and not because of his or her acts or omissions or for some other reason, the Shareholder or former Shareholder (or his or her heirs, executors, administrators or other legal representatives or, in the case of any entity, its general successor) shall be entitled out of the assets belonging to the applicable Series to be held harmless from and indemnified against all loss and expense arising from such liability. The Trust, on behalf of the affected Series, shall, upon request by such Shareholder or former Shareholder, assume the defense of any claim made against him or her for any act or obligation of the Series and satisfy any judgment thereon from the assets belonging to the Series.

  • No Rights or Liabilities as a Stockholder This Warrant shall not entitle the Holder hereof to any voting rights or other rights as a stockholder of the Company, until properly exercised.

  • No Rights or Liabilities as Stockholder Nothing contained in this Warrant shall be determined as conferring upon the Warrantholder any rights as a stockholder of the Company or as imposing any liabilities on the Warrantholder to purchase any securities whether such liabilities are asserted by the Company or by creditors or stockholders of the Company or otherwise.

  • No Rights of a Stockholder The Participant shall not have any of the rights of a stockholder with respect to the Shares subject to the Restricted Stock Units until such Shares have been issued.

  • No Rights or Liabilities as a Shareholder This Warrant shall not entitle the holder hereof to any voting rights or other rights as a shareholder of the Company. No provision of this Warrant, in the absence of affirmative action by the holder hereof to purchase Warrant Shares, and no mere enumeration herein of the rights or privileges of the holder hereof, shall give rise to any liability of such holder for the Exercise Price or as a shareholder of the Company, whether such liability is asserted by the Company or by creditors of the Company.

  • Dividends; Rights as Stockholder Cash dividends on shares of Common Stock issuable hereunder shall be credited to a dividend book entry account on behalf of the Participant with respect to each RSU granted to the Participant, provided that such cash dividends shall not be deemed to be reinvested in shares of Common Stock and shall be held uninvested and without interest and paid in cash at the same time that the shares of Common Stock underlying the RSUs are delivered to the Participant in accordance with the provisions hereof. Stock dividends on shares of Common Stock shall be credited to a dividend book entry account on behalf of the Participant with respect to each RSU granted to the Participant, provided that such stock dividends shall be paid in shares of Common Stock at the same time that the shares of Common Stock underlying the RSUs are delivered to the Participant in accordance with the provisions hereof. Except as otherwise provided herein, the Participant shall have no rights as a stockholder with respect to any shares of Common Stock covered by any RSU unless and until the Participant has become the holder of record of such shares.

  • No Rights or Liabilities as Shareholder Nothing contained in this Warrant shall be construed as conferring upon the Holder hereof any rights as a shareholder of the Company or as imposing any obligation on the Holder to purchase any securities or as imposing any liabilities on the Holder as a shareholder of the Company, whether such obligation or liabilities are asserted by the Company or by creditors of the Company.

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