Shares bound to the Agreement Sample Clauses

Shares bound to the Agreement. This Agreement binds all shares issued by the Company and held by VDQ on December 22nd, 2015 and by SALIC on the Closing Date (“Bound Shares”), as well as: (a) any shares issued by the Company resulting from equity warrant (bonificações) in relation to the Bound Shares and/or stock split (desdobramento) or stock combination (grupamento) in relation to the Bound Shares, (b) any shares issued by the Company as a result of the exercise of preemptive rights (for the purchase and/or subscription) and/or priority right (in case of issuances in which the preemptive right is excluded, pursuant to article 172 of the Brazilian Corporations Law, and the priority in the subscription is ensured instead) applicable to the Bound Shares as a result of their ownership, excluding, for such purpose, any shares acquired as a result of leftover shares (sobras), (c) any warrants (bônus de subscrição), corporate bonds (debêntures) convertible into shares or other securities convertible into shares issued by the Company and held by the Parties, provided that such securities are subscribed, after the date of this Agreement, upon exercise of the preemptive right and/or priority right (in case of issuances in which the preemptive right is excluded, pursuant to article 172 of the Brazilian Corporations Law, and the priority in the subscription is ensured instead) applicable to the Bound Shares as a result of their ownership, excluding, for such purpose, any securities acquired as a result of unsubscribed shares (sobras); and (d) any shares, quotas and/or any other form of equity interest issued by other companies that may replace the Bound Shares due to spin-off (cisão), consolidation (fusão), merger (incorporação) or any other form of corporate reorganization that involves the Company and the shares issued by it. For the sake of clarity, the shares of the Company that may be held by the Parties upon acquisition of shares from other shareholders of the Company (except for acquisition of shares from the other Party) after the date of this Agreement (as well as any shares of the Company that may be held by the Parties upon occurrence of the events listed in items “a” and “d” above, to the extent related to such shares acquired after the date of this Agreement) will not be deemed Bound Shares for the purposes of this Agreement (“Unbound Shares”).
Sample 1Sample 2
AutoNDA by SimpleDocs
Shares bound to the Agreement. 2.1. This Shareholders’ Agreement binds all the Common Shares and all the GB Shares, representing NET SERVIÇOS’ and GB’s capital stock, the Shareholders of the Agreement and Shareholders of GB hold or might hold, by which they are subject to all the stipulations contained herein, including the respective Transfer, Preemptive Right for their acquisition, Tag Along Right, as well as the exercise of voting right.
Sample 1Sample 2

Related to Shares bound to the Agreement

  • Annexes to the Agreement The Annexes to this Agreement shall form an integral part thereof.

  • PARTIES TO THE AGREEMENT ‌ The parties to the Agreement (hereinafter "Party" or "Parties") are:

  • Amendment to the Agreement The Agreement is hereby amended as follows:

  • VARIATIONS TO THE AGREEMENT 12.1. Company reserves the right from time to time to vary the Agreement as follows:

  • Changes to the Agreement XOOM may make changes to any term or condition in this Agreement at any time except for the electricity price. We will notify you of any material change to the Agreement in writing at least forty- five (45) days before any such change be applied to your bill or take effect. If you do not terminate the Agreement before the effective date of the change, the change will become effective on the date stated in the notice. Notwithstanding any other provision in this Agreement, XOOM reserves the right to change the electricity price in this Agreement upon the occurrence of any event beyond XOOM’s reasonable control that increases our obligations or the cost of performing such obligations under this Agreement. If we request such a change, XOOM will provide you notice of the changed price and you will have an opportunity to terminate this Agreement without any further obligation by notifying us in writing within fifteen (15) days after receiving notice of the new price, in which case your electricity supply service will terminate effective as of the next meter read date after expiration of the required notice period. You will remain responsible for any unpaid balance as of the termination date but we will not assess the Cost Recovery Fee. Moving: When moving to an address within your Local Utility’s service territory, XOOM will make every effort to transfer your service to your new service address when you move to an address within your Local Utility’s service territory, provided that you notify XOOM within fifteen (15) days of your move. If a transfer of service is not successful or you move to a location outside your Local Utility’s service territory, you may cancel this Agreement at no cost to you. Failure to notify XOOM of your move will be considered a cancellation of this Agreement in accordance with its terms.

  • Terms of the Agreement Each Party shall treat the terms of this Agreement as the Confidential Information of other Party, subject to the exceptions set forth in Section 7.2. Notwithstanding the foregoing, each Party acknowledges that the other Party may be obligated to file a copy of this Agreement with the SEC, either as of the Effective Date or at some point during the Term. Each Party shall be entitled to make such a required filing, provided that it requests confidential treatment of certain commercial terms and sensitive technical terms hereof to the extent such confidential treatment is reasonably available to it. In the event of any such filing, the filing Party shall provide the other Party with a copy of the Agreement marked to show provisions for which the filing Party intends to seek confidential treatment and shall reasonably consider and incorporate the other Party’s comments thereon to the extent consistent with the legal requirements governing redaction of information from material agreements that must be publicly filed. The other Party shall promptly provide any such comments.

  • Copies of the Agreement The Employer and the Union desire all parties to be familiar with the provisions of this Agreement and the rights and obligations under it. For this reason, the parties shall share equally the cost of printing and distribute sufficient copies of this Agreement to all parties. Where required the parties shall co-operate in making the agreement accessible.

  • Entirety of the Agreement The terms and conditions of this Agreement and any of the attachments expressly incorporated by reference in this Agreement embody the entire agreement and understanding between the parties hereto, and there are no other agreements and understandings, oral or written, with reference to the subject matter hereof that are not merged herein and superseded hereby. No alteration, change or modification of the terms of the Agreement shall be valid unless made in a writing signed by both parties hereto and approved by the District’s governing body, the elected School Board, or its designee pursuant to official board policy. Contractor acknowledges, that pursuant to the doctrine of sovereign immunity, any purported oral modification to this Agreement is unenforceable. Each party acknowledges participation in the negotiations and drafting of this Agreement and any modifications thereto, and that, accordingly, this Agreement will not be construed more stringently against one party than against the other. Contractor acknowledges, that pursuant to the doctrine of sovereign immunity, purported oral modifications are unenforceable against the District.

  • Modifications to the Agreement This Agreement constitutes the entire understanding of the parties on the subjects covered. The Employee expressly warrants that he or she is not executing this Agreement in reliance on any promises, representations, or inducements other than those contained herein. Modifications to this Agreement or the Plan can be made only in an express written contract executed by a duly authorized officer of the Company.

  • Amendments to the Agreement Except to the extent permitted by the Investment Company Act or the rules or regulations thereunder or pursuant to exemptive relief granted by the SEC, this Agreement may be amended by the parties only if such amendment, if material, is specifically approved by the vote of a majority of the outstanding voting securities of the Portfolio (unless such approval is not required by Section 15 of the Investment Company Act as interpreted by the SEC or its staff or unless the SEC has granted an exemption from such approval requirement) and by the vote of a majority of the Independent Trustees cast in person at a meeting called for the purpose of voting on such approval. The required shareholder approval shall be effective with respect to the Portfolio if a majority of the outstanding voting securities of the Portfolio vote to approve the amendment, notwithstanding that the amendment may not have been approved by a majority of the outstanding voting securities of any other Portfolio affected by the amendment or all the Portfolios of the Trust.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!