Shareholders Agreement to Control. If and to the extent that there are inconsistencies between the provisions of this Agreement and those of the Memorandum and Articles, the terms of this Agreement shall control as between the shareholders only. The parties agree to take all actions necessary or advisable, as promptly as practicable after the discovery of such inconsistency, to amend the Memorandum and Articles so as to eliminate such inconsistency.
Shareholders Agreement to Control. If and to the extent that there are inconsistencies between the provisions of this Agreement and those of the Restated M&A, the terms of this Agreement shall control. The Parties agree to take all actions necessary or advisable, as promptly as practicable after the discovery of such inconsistency, to amend the Restated M&A of the Company so as to eliminate such inconsistency.
Shareholders Agreement to Control. If and to the extent that there are inconsistencies between the provisions of this Agreement and those of the Restated Articles, the terms of this Agreement shall control with respect to each of the shareholders of the Company only. If appropriate, the parties agree to take all actions necessary or advisable, as promptly as practicable after the discovery of such inconsistency, to amend the Restated Articles so as to eliminate such inconsistency to the fullest extent permissible by law. Each Founder shall cause his respective holding company as set forth on Schedule B attached hereto (each, a “Holding Company”), which holds of record the Common Shares, to comply with the provisions of this Agreement applicable to such Holding Company as a holder of Common Shares.
Shareholders Agreement to Control. If and to the extent that there are inconsistencies between the provisions of this Agreement and those of the Restated Articles, the terms of this Agreement shall control as among the shareholders of the Company only and none of the provisions of this Agreement that are inconsistent with those of the Restated Articles shall be binding on or enforceable against the Company. The parties agree to take all actions necessary or advisable, as promptly as practicable after the discovery of such inconsistency, to amend the Restated Articles so as to eliminate such inconsistency to the fullest extent permissible by law. [REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK]
Shareholders Agreement to Control. If and to the extent that there are inconsistencies between the provisions of this Agreement and those of the Fifth Restated Articles, the terms of this Agreement shall prevail between the Shareholders only. The Shareholders agree to take all actions necessary or advisable, as promptly as practicable after the discovery of such inconsistency, to amend the Fifth Restated Articles so as to eliminate such inconsistency.
Shareholders Agreement to Control. If and to the extent that there are inconsistencies between the provisions of this Agreement and those of the Restated Articles, the terms of this Agreement shall prevail as between the Founder Holdcos, the HK Company, the WFOE, the Domestic Company, the Founders and the Investors only, who hereby undertake to take all actions necessary or advisable, as promptly as practicable after the discovery of such inconsistency, to amend the Restated Articles so as to eliminate such inconsistency.
Shareholders Agreement to Control. If and to the extent that there are inconsistencies between the provisions of this Agreement and those of the memorandum and articles of the Company, the terms of this Agreement shall control. The parties agree to take all actions necessary or advisable, as promptly as practicable after the discovery of such inconsistency, to amend the memorandum and articles of the Company so as to eliminate such inconsistency. For the avoidance of doubt, the Company is not bound by any provision of this Agreement to the extent that it constitutes an unlawful xxxxxx on any statutory power of the Company. This shall not affect the validity of the relevant provision as between the other parties to this Agreement or the respective obligations on the other parties as between themselves under this Agreement.
Shareholders Agreement to Control. If and to the extent that there are inconsistencies between the provisions of this Agreement and those of the Memorandum and Articles, the terms of this Agreement shall prevail among the Parties. The Parties agree to take all actions necessary or advisable, as promptly as practicable after the discovery of such inconsistency, to amend the Memorandum and Articles so as to eliminate such inconsistency. Without limitation of the foregoing, each Shareholder agrees to vote all of its Shares or execute proxies or written consents, as the case may be, and to take all other actions necessary, to ensure that the Memorandum and Articles (i) facilitate, and do not at any time conflict with, any provision of this Agreement, (ii) permit each Shareholder to receive the benefits to which each such Shareholder is entitled under this Agreement and (iii) are adopted and registered promptly on or immediately after the Closing.
Shareholders Agreement to Control. In the event that the provisions of this Agreement conflict with any provision of the Company’s Restated Articles, the provisions of this Agreement shall prevail as between the shareholders only, who hereby undertake to take such steps as may be necessary or desirable, as promptly as practicable after the discovery of such inconsistency, to amend the Restated Articles to remove such conflict to the fullest extent permitted by law; provided that, in the event of such a conflict, the Company shall not take any action in contravention of this Agreement (unless expressly required by BVI law) and the Company’s Restated Articles shall immediately thereafter be amended to remove such conflict.
Shareholders Agreement to Control. If and to the extent that there are inconsistencies between the provisions of this Agreement and those of the Memorandum and Articles, the terms of this Agreement shall prevail as among the Parties hereto. The Parties agree to take all actions necessary or advisable, as promptly as practicable after the discovery of such inconsistency, to amend the Memorandum and Articles so as to eliminate such inconsistency. For the avoidance of doubt, the Company is not bound by any provision of this Agreement to the extent that it constitutes an unlawful xxxxxx on any statutory power of the Company, without prejudice to the validity of the relevant provision as between the other Parties or the respective obligations on the other Parties as between themselves.
