Securityholder Agreements Sample Clauses

Securityholder Agreements. P-Com shall have received from ------------------------- Securityholder a Securityholder Agreement substantially in the form attached hereto as Exhibit 6.1(q).
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Securityholder Agreements. Except for such documents as are described in or filed as an exhibit to any of the Partnership SEC Documents, including the Partnership Agreement, there are no agreements between the Partnership and any holders of its securities containing rights of first refusal, antidilution provisions or pre-emptive rights or relating to registration under the Securities Act or voting of the Limited Partner Units.
Securityholder Agreements. Except as provided in this Agreement and the Ancillary Agreements, there are no agreements, written or oral, between the Company and any holder of its securities, or, to the best of the Company's knowledge, among any holders of its securities, relating to the acquisition (including without limitation rights of first refusal, antidilution or pre-emptive rights), disposition, registration under the Securities Act of 1933, as amended (the "SECURITIES ACT"), or voting of the capital stock of the Company.
Securityholder Agreements. CRC shall obtain written ------------------------------- statements from each of its Securityholders ("Securityholder Agreements") substantially in the form of Exhibit 5.12 hereto.
Securityholder Agreements. Buyer shall have received duly and validly executed Securityholder Agreements from each of the Securityholders and such Contracts shall be in full force and effect as of the Closing.
Securityholder Agreements. There are no outstanding options to purchase shares of capital stock of General Steel. There are no agreements, written or oral, between General Steel and any holder of its securities or others, or among any holders of its securities, relating to the acquisition (including without limitation rights of first refusal, anti-dilution or pre-emptive rights), disposition, registration under the Securities Act of 1933, as amended (the "Securities Act"), or voting -------------- of the capital stock of General Steel.
Securityholder Agreements. Hereafter until the Expiration Time, each Securityholder hereby unconditionally and irrevocably agrees that, in its capacity of a Securityholder of the Company, at any meeting of the Securityholders of the Company (or any adjournment or postponement thereof), and in any action by written consent of the Securityholders of the Company relating to the Transactions, such Securityholder shall, if a meeting is held, appear at the meeting, in person or by proxy, or otherwise cause its Subject Shares to be counted as present thereat for purposes of establishing a quorum, and such Securityholder shall vote or provide consent (or cause to be voted or consented), in person or by proxy, all of its Subject Shares: (a) to approve and adopt the Merger Agreement and the Transactions; (b) to authorize and approve the Transactions; (c) in any other circumstances upon which a consent or other approval is required under the Company’s organizational documents or otherwise sought with respect to the Merger Agreement or the Transactions, to vote, consent or approve (or cause to be voted, consented or approved) all of such Securityholder’s Subject Shares held at such time in favor thereof; (d) against and to withhold consent with respect to any merger, purchase of all or substantially all of the Company’s assets or other business combination transaction (other than the Merger Agreement and the Transactions); and (e) against any proposal, action or agreement that, to the knowledge of the Securityholder, would reasonably be expected to (A) materially impede, frustrate, prevent or nullify any provision of this Agreement, the Merger Agreement or the Transactions, (B) result in a material breach in any respect of any covenant, representation, warranty or any other obligation or agreement of the Company under the Merger Agreement or (C) result in any of the conditions set forth in Article VIII of the Merger Agreement not being fulfilled. Each Securityholder has executed and delivered to the Company a written consent approving and adopting the Merger Agreement and the Transactions, with such consent becoming effective immediately following the execution of the Merger Agreement by each of the constituent corporations to the Merger, all in accordance with Section 228 of the Delaware General Corporation Law. Each Securityholder hereby covenants and agrees to (A) give any notices, consents or waivers (including, without limitation, waivers of preemptive rights, rights of first refusal, co-s...
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Securityholder Agreements 

Related to Securityholder Agreements

  • Stockholder Agreements Except as contemplated by or disclosed in the Transaction Agreements, such Founder is not a party to and has no knowledge of any agreements, written or oral, relating to the acquisition, disposition, registration under the Securities Act, or voting of the securities of the Company.

  • Shareholder Agreements As a material inducement to Parent to enter into this Agreement, and simultaneously with, the execution of this Agreement, each Shareholder (as defined herein) is entering into an agreement, in the form of Annex A hereto (collectively, the "Shareholder Agreements"), pursuant to which they have agreed, among other things, to vote their shares of Company Common Stock in favor of this Agreement.

  • Stockholder Agreement The Stockholder agrees that, during the period from the date of this Agreement until the Expiration Date:

  • Securityholders Agreement The term "Securityholders Agreement" shall mean the Securityholders Agreement dated as of the Closing Date, among Dairy Holdings, Vestar, the Management Investors, and the other securityholders a party thereto, as it may be amended or supplemented thereafter from time to time.

  • Shareholder Agreement The Shareholder Agreement shall have been duly executed and delivered by the Company.

  • Lock-Up Agreement from Certain Securityholders of the Company On or prior to the date hereof, the Company shall have furnished to the Representatives an agreement in the form of Exhibit B hereto from the persons listed on Exhibit A hereto, and such agreement shall be in full force and effect on each of the First Closing Date and each Option Closing Date.

  • Control by Securityholders The holders of a majority in aggregate principal amount of the Securities of any series at the time Outstanding, determined in accordance with Section 8.04, shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee, or exercising any trust or power conferred on the Trustee with respect to such series; provided, however, that such direction shall not be in conflict with any rule of law or with this Indenture or subject the Trustee in its sole discretion to personal liability. Subject to the provisions of Section 7.01, the Trustee shall have the right to decline to follow any such direction if the Trustee in good faith shall, by a Responsible Officer or officers of the Trustee, determine that the proceeding so directed, subject to the Trustee’s duties under the Trust Indenture Act, would involve the Trustee in personal liability or might be unduly prejudicial to the Securityholders not involved in the proceeding. The holders of a majority in aggregate principal amount of the Securities of any series at the time Outstanding affected thereby, determined in accordance with Section 8.04, may on behalf of the holders of all of the Securities of such series waive any past default in the performance of any of the covenants contained herein or established pursuant to Section 2.01 with respect to such series and its consequences, except a default in the payment of the principal of, or premium, if any, or interest on, any of the Securities of that series as and when the same shall become due by the terms of such Securities otherwise than by acceleration (unless such default has been cured and a sum sufficient to pay all matured installments of interest and principal and any premium has been deposited with the Trustee (in accordance with Section 6.01(c)). Upon any such waiver, the default covered thereby shall be deemed to be cured for all purposes of this Indenture and the Company, the Trustee and the holders of the Securities of such series shall be restored to their former positions and rights hereunder, respectively; but no such waiver shall extend to any subsequent or other default or impair any right consequent thereon.

  • Securityholder Action by Written Consent Any action which may be taken by Securityholders at a meeting may be taken without a meeting if Securityholders holding more than a majority of all Outstanding Trust Securities (based upon their Liquidation Amount) entitled to vote in respect of such action (or such larger proportion thereof as shall be required by any express provision of this Trust Agreement) shall consent to the action in writing.

  • Securityholder Lists The Trustee shall preserve in as current a form as is reasonably practicable the most recent list available to it of the names and addresses of Securityholders. If the Trustee is not the Registrar, the Company shall furnish to the Trustee, in writing at least five Business Days before each interest payment date and at such other times as the Trustee may request in writing, a list in such form and as of such date as the Trustee may reasonably require of the names and addresses of Securityholders.

  • Securityholders Meetings SECTION 8.01.

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