Shareholder Agreement and Registration Rights Agreement Sample Clauses

Shareholder Agreement and Registration Rights Agreement. The Shareholder Agreement and the Registration Rights Agreement filed as exhibits to the Company Reports (or incorporated by reference therein) are true and correct copies of such agreements and no amendments or modifications have been made thereto.
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Shareholder Agreement and Registration Rights Agreement. Ladies and Gentlemen: This amendment agreement (this “Agreement”) between New Omaha Holdings L.P. (the “Holder”) and Fiserv, Inc. (the “Company”), dated as of September 9, 2019, amends the RRA and SHA (each as defined below). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed thereto in the RRA or SHA, as applicable.
Shareholder Agreement and Registration Rights Agreement. The Shareholder Agreement and the Registration Rights Agreement filed as exhibits to the Company’s Annual Report on form 10-K filed with the Securities Exchange Commission on February 28, 2018, are true, correct and complete copies of such agreements. There have been no amendments to those agreements. Other than (i) that certain Deed of Assignment dated November 10, 2017 between Old Mutual plc (“Omega Parent”), Omega Parent, OM Group (UK) Limited (“Omega UK”) and HNA, (ii) that certain Assignment and Assumption Agreement, dated May 12, 2017 by and among HNA, Omega Parent and Omega UK and (iii) Assignment and Assumption Agreement, dated November 10, 2017 by and among HNA, Omega Parent and Omega UK, there have been no modifications to such agreements. HNA has previously provided to Buyer all material written communications from the Company containing substantive assertions challenging any of HNA’s rights under the Shareholder Agreement or the Registration Rights Agreement or the transferability thereof. After consultations with counsel, HNA believes those assertions are not correct.
Shareholder Agreement and Registration Rights Agreement. (i) Parent shall use commercially reasonable efforts to cause each 5% Holder that is a Parent Shareholder immediately prior to the Effective Time, to execute and deliver to Parent the Shareholder Agreement and the Registration Rights Agreement and (ii) the Company shall use commercially reasonable efforts to cause each 5% Holder that is a Company Common Shareholder immediately prior to the Effective Time, in each case to execute and deliver to Parent the Shareholder Agreement and the Registration Rights Agreement.

Related to Shareholder Agreement and Registration Rights Agreement

  • Purchase and Registration Rights Agreements This Agreement has been duly authorized, executed and delivered by the Company and each of the Guarantors; and the Registration Rights Agreement has been duly authorized by the Company and each of the Guarantors and on the Closing Date will be duly executed and delivered by the Company and each of the Guarantors and, when duly executed and delivered in accordance with its terms by each of the parties thereto, will constitute a valid and legally binding agreement of the Company and each of the Guarantors enforceable against the Company and each of the Guarantors in accordance with its terms, subject to the Enforceability Exceptions, and except that rights to indemnity and contribution thereunder may be limited by applicable law and public policy.

  • Registration Rights Agreement The Company and the Initial Shareholders have entered into a registration rights agreement (the “Registration Rights Agreement”) substantially in the form annexed as an exhibit to the Registration Statement, whereby the parties will be entitled to certain registration rights with respect to their securities, as set forth in such Registration Rights Agreement and described more fully in the Registration Statement.

  • Registration Rights Agreements As a further inducement for the Purchaser to purchase the Private Placement Shares, at the time of the completion of the IPO, the Company and the Purchaser shall enter into a registration rights agreement, substantially in the form of Exhibit B hereto, pursuant to which the Company will grant certain registration rights to the Purchaser relating to the Private Placement Shares.

  • Registration Rights Agreement and Escrow Agreement The parties have entered into the Registration Rights Agreement and the Escrow Agreement, each dated the date hereof.

  • Amendment to Registration Rights Agreement The Registration Rights Agreement is hereby amended as follows:

  • Registration Agreement The Company and Purchaser shall have entered into a registration agreement in form and substance as set forth in Exhibit C attached hereto (the "Registration Agreement"), and the Registration Agreement shall be in full force and effect as of the Closing.

  • Investor Rights Agreement The Investor Rights Agreement substantially in the form attached hereto as Exhibit B shall have been executed and delivered by the parties thereto.

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