Shareholders Agreement and Registration Rights Sample Clauses

Shareholders Agreement and Registration Rights. It is anticipated that Reorganized EveryWare will no longer be listed or registered. The holders of the New Common Stock will be parties to a Shareholders Agreement. The holders of the New Common Stock will have customary piggy-back registration rights. Fees & Expenses / Expense Reimbursement The Company shall seek Bankruptcy Court approval to pay the fees and expenses incurred by the following advisors to the Consenting Term Lenders and the Term Loan Agent: (i) Milbank, Tweed, Xxxxxx & XxXxxx LLP (“Milbank”), counsel to the steering committee of Term Lenders (the “Term Lender Steering Committee”), (ii) Xxxxxxxx Xxxxx Capital, Inc. (“Xxxxxxxx”), financial advisor to the steering committee of Term Lenders, as set forth in that certain letter agreement to be entered into among EveryWare and Xxxxxxxx, (iii) White & Case LLP, as counsel to the Term Loan Agent, and (iv) one local counsel for each of the Term Lender Steering Committee and the Term Loan Agent.
Sample 1
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Related to Shareholders Agreement and Registration Rights

  • Shareholders Agreement For so long as the ratio of the number of the Equity Securities owned by the Star Group on a fully diluted basis divided by the number of the Equity Securities owned by the Investor Group on a fully diluted basis is at least 0.6, the Guarantor may not take any of the actions set forth in schedule II of the Shareholders’ Agreement without the prior written approval of Star. For the purpose of this clause “on a fully diluted basis” means taking into account any shares issued or issuable under warrants, options and convertible instruments (or other equity equivalents).

  • Shareholders Agreements Any agreement by and between the Shareholder and any Affiliate of the Company;

  • Stockholders Agreement Investor and the other parties to the Stockholders Agreement shall have executed and delivered the Stockholders Agreement to the Company.

  • Warrant Agreement and Registration Rights Agreement The Company shall have entered into the Warrant Agreement and the Registration Rights Agreement, each on terms satisfactory to the Purchaser.

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

  • Warrant Agreement and Registration and Shareholder Rights Agreement The Company shall have entered into the Warrant Agreement, in the form of Exhibit A hereto, and the Registration and Shareholder Rights Agreement, in the form of Exhibit B hereto, in each case on terms satisfactory to the Purchaser.

  • AMENDMENT OF REGISTRATION RIGHTS Any provision of this Agreement may be amended and the observance thereof may be waived (either generally or in a particular instance and either retroactively or prospectively), only with the written consent of the Company and Investors who hold a majority in interest of the Registrable Securities. Any amendment or waiver effected in accordance with this Section 10 shall be binding upon each Investor and the Company.

  • Holders' Compliance with Registration Rights Agreement Each Holder of a Security, by acceptance hereof, acknowledges and agrees to the provisions of the Registration Rights Agreement, including the obligations of the Holders with respect to a registration and the indemnification of the Company to the extent provided therein.

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