Shares Covered Clause Samples
The "Shares Covered" clause defines which specific shares or classes of shares are subject to the terms of the agreement. It typically details whether the agreement applies to all outstanding shares, a particular series, or only newly issued shares, and may reference share certificates or identification numbers for clarity. By precisely identifying the shares involved, this clause ensures that all parties understand the scope of their rights and obligations, thereby preventing disputes over which shares are governed by the agreement.
Shares Covered. This Agreement covers all shares of Common Stock that are beneficially owned by Ashland as of the Effective Time (the “Shares”). The Shares shall include any securities issued or issuable with respect to the Shares by way of a stock dividend or a stock split or in connection with a combination of shares, recapitalization, merger, consolidation or other reorganization. Ashland and any Permitted Transferees (as defined in Section 2.5) are each referred to herein as a “Holder” and collectively as the “Holders” and the Holders of Shares proposed to be included in any registration under this Agreement are each referred to herein as a “Selling Holder” and collectively as the “Selling Holders.”
Shares Covered. This Agreement covers all shares of Common Stock that are beneficially owned by Motorola or any Permitted Transferee (as defined in Section 2.5) from time to time, whether or not held immediately following the IPO (subject to the provisions of Section 7, the “Shares”). The Shares shall include any securities issued or issuable with respect to the Shares by way of a stock dividend or a stock split or in connection with a combination of shares, recapitalization, merger, consolidation or other reorganization. Motorola and any Permitted Transferees are each referred to herein as a “Holder” and collectively as the “Holders” and the Holders of Shares proposed to be included in any registration under this Agreement are each referred to herein as a “Selling Holder” and collectively as the “Selling Holders.”
Shares Covered. This Agreement covers all shares of Class A Common Stock issuable upon conversion of all shares of Class B Common Stock that are beneficially owned by ▇▇▇▇ Foods as of the Effective Time (the “Shares”). The Shares shall include any securities issued or issuable with respect to the Shares by way of a stock dividend or a stock split or in connection with a combination of shares, recapitalization, merger, consolidation or other reorganization. ▇▇▇▇ Foods and any Permitted Transferees (as defined in Section 2.5) are each referred to herein as a “Holder” and collectively as the “Holders” and the Holders of Shares proposed to be included in any registration under this Agreement are each referred to herein as a “Selling Holder” and collectively as the “Selling Holders.”
Shares Covered. This Agreement covers all shares of the Common Stock that are beneficially owned by J&J as of the Effective Time (the “Shares”). The Shares shall include any securities issued or issuable with respect to the Shares by way of a stock dividend or a stock split or in connection with a combination of shares, recapitalization, merger, consolidation or other reorganization. J&J and any Permitted Transferees (as defined in Section 2.5) are each referred to herein as a “Holder” and collectively as the “Holders”, and the Holders of Shares proposed to be included in any registration under this Agreement are each referred to herein as a “Selling Holder” and collectively as the “Selling Holders.”
Shares Covered. This Agreement covers those shares of Common Stock that are held by Continental immediately following the IPO (subject to the provisions of Section 7, the "Shares"). The Shares shall include any securities issued or issuable with respect to the Shares by way of a stock dividend or a stock split or in connection with a combination of shares, recapitalization, merger, consolidation or other reorganization. Continental and any Permitted Transferees (as defined in Section 2.5) are each referred to herein as a "Holder" and collectively as the "Holders" and the Holders of Shares proposed to be included in any registration under this Agreement are each referred to herein as a "Selling Holder" and collectively as the "Selling Holders."
Shares Covered. This Agreement covers all shares of Class B Common Stock that are beneficially owned by ▇▇▇▇-▇▇▇▇▇ or any Permitted Transferee (as defined in Section 2.5) from time to time, whether or not held immediately following the Initial Public Offering (subject to the provisions of Section 7, the "Shares"). The Shares shall include any securities issued or issuable with respect to the Shares by way of a stock dividend or a stock split or in connection with a combination of shares, recapitalization, merger, consolidation or other reorganization. ▇▇▇▇-▇▇▇▇▇ and any Permitted Transferees are each referred to herein as a "Holder" and collectively as "Holders" and the holders of shares proposed to be included in any registration under this Agreement are each referred to herein as "Selling Holder" and collectively as "Selling Holders".
Shares Covered. This Agreement covers those shares of Common Stock that are held by GM immediately following the IPO and continue to be held by GM as of the date of the Abandonment Notice (subject to the provisions of Section 7, the "Shares"). The "Shares" shall include any securities issued or issuable with respect to the Shares by way of a stock dividend or a stock split or in connection with a combination of shares, recapitalization, merger, consolidation or other reorganization. The "Shares" shall not include any shares of Common Stock acquired by GM after the completion of the IPO.
Shares Covered. This Agreement covers those shares of Common Stock that are held by Southern immediately following the IPO and continue to be held by Southern as of the date of the Abandonment Notice (subject to the provisions of Section 7, the "Shares"). The "Shares" shall include any securities issued or issuable with respect to the Shares by way of a stock dividend or a stock split or in connection with a combination of shares, recapitalization, merger, consolidation or other reorganization. Except as set forth in the immediately preceding sentence, the "Shares" shall not include any shares of Common Stock acquired by Southern after the completion of the IPO.
Shares Covered. This Agreement covers those shares of Common Stock that are held by Daisytek immediately following the IPO and continue to be held by Daisytek or Daisytek International as of the date of the Abandonment Notice (subject to the provisions of Section 7, the "Shares"). The "Shares" shall include any securities issued or issuable with respect to the Shares by way of a stock dividend or a stock split or in connection with a combination of shares, recapitalization, merger, consolidation or other reorganization.
Shares Covered. This Agreement covers all shares of WPX Common Stock that are beneficially owned by WMB or any Permitted Transferee (as defined in Section 2.5) from time to time, whether or not held immediately following the IPO (subject to the provisions of Article 7, the “Shares”). The Shares shall include any securities issued or issuable with respect to the Shares by way of a stock dividend or a stock split or in connection with a combination of shares, recapitalization, merger, consolidation or other reorganization. WMB and any Permitted Transferees are each referred to herein as a “Holder” and collectively as “Holders” and the holders of shares proposed to be included in any registration under this Agreement are each referred to herein as “Selling Holder” and collectively as “Selling Holders”.