Shareholder Documents Sample Clauses
Shareholder Documents. At the Closing, the Shareholders shall enter into and deliver the Shareholder Documents attached hereto as Exhibit 5.14 to Parent.
Shareholder Documents. At the request of the Holder, at any time after the Credit Agreement has been terminated, Company shall deliver to the Holder simultaneously with any distribution of any document to the shareholders of the Company generally, any such document so distributed.
Shareholder Documents. First Star has heretofore delivered, or will deliver, to NSB copies of its (i) annual reports for the years ended June 30, 1996 and 1997 and (ii) proxy materials used in connection with its 1997 annual meeting of shareholders.
Shareholder Documents. Except if the Seller is a reporting issuer and such materials are filed on SEDAR promptly after they become available, the Seller shall promptly deliver to the Buyer a copy of each management information circular and other notices issued to its shareholders.
Shareholder Documents. (a) A copy of each of the Shareholder Documents (substantially reflecting the terms of the Shareholder Terms, where applicable) executed by the parties to those documents.
(b) A copy of the Shareholder Terms in agreed form.
(c) A certificate of the Parent (signed by a director) certifying that:
Shareholder Documents the Shareholders shall have entered into and delivered the Shareholder Documents to Parent.
Shareholder Documents. (i) No later than fourteen days prior to the --------------------- Closing Date, at least ninety-two percent of the shareholders of the Company that will be receiving Parent Common Stock pursuant to Article IV shall have executed and delivered to the Parent a Stockholder Questionnaire and (ii) on or prior to the Closing Date, (A) at least ninety-two percent of the shareholders of the Company who will be receiving Parent Common Stock pursuant to Article IV shall have executed and delivered to the Parent an Investor Representation Letter and (B) shareholders of the Company who will be receiving Parent Common Stock pursuant to Article IV and who collectively own not less than ninety-nine percent of the total outstanding Shares as of the Effective Time shall have executed and deliver to the Parent the Stockholder Lock-Ups.
Shareholder Documents. The Corporate Development Agreement, the Expense Agreement and Sections III, IV, V, VI, XII and XIV of the Stockholders Agreement have terminated and the Principal Stockholders (as defined in the Stockholders Agreement) no longer have any rights under Section XIII(A) of the Stockholders Agreement; the Company has given all notices and complied with all provisions of the Co-Sale Agreement and the Stockholders Agreement required in connection with the transactions contemplated by this Agreement; and all Liens on any shares of Common Stock pursuant to the Indemnity Pledge Agreement have been released and terminated. Neither Brentwood nor any of its affiliates has made any claim for indemnification or reimbursement, or otherwise given notice of any potential claim for indemnification or reimbursement, pursuant to the Contribution Agreement.
Shareholder Documents all documents despatched by it to its shareholders (or any class of them) generally, or its creditors (or any class of them), in each case, at the same time as they are despatched;
Shareholder Documents. The Company shall have received, and delivered to Parent evidence thereof in accordance with Section 8.2(c), the approval of the requisite Shareholders, as required under the Company’s Articles of Incorporation and Bylaws and under the California General Corporation Law, authorizing the execution and delivery of the Transaction Documents to which the Company is a party and the performance of the transactions to be performed by the Company as contemplated hereby and thereby. Shareholders representing not less than ninety-five percent (95%) of the issued and outstanding Company Capital Stock shall have delivered executed complete Letters of Transmittal, together with stock powers, original stock certificates or lost stock certificate affidavits for the Company Capital Stock held by such holders to be exchanged for Merger Consideration in accordance with the terms hereof, along with stock certificates duly endorsed or accompanied by such other instruments of conveyance as may be reasonably acceptable to Parent and its counsel (other than immaterial errors or omissions that the Parties reasonably expect to resolve promptly following the Closing), and free and clear of any pledges, liens, restrictions, charges, encumbrances, and rights or interests of any other party thereto. The Company shall have used commercially reasonable efforts to obtain releases signed by each of the Shareholders of any and all claims against the Company, and Parent arising from such Shareholder’s ownership of Company Capital Stock.