Stock Agreements Sample Clauses

Stock Agreements. Borrower has furnished to Lender copies of all buy-sell agreements, stock redemption agreements, shareholder agreements, voting trust agreements and all other agreements and contracts involving the stock of any Banking Subsidiary; and there are not now any agreements or terms of any agreements to which Borrower is a party which alter, impair, affect or abrogate the rights of Lender or the Obligations of Borrower under this Agreement or any other Loan Document.
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Stock Agreements. Except as expressly provided for in Section 2 of this Agreement, the terms and conditions of the Stock Agreements shall remain in full force and effect.
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Stock Agreements. Except as expressly provided for in the Transition Agreement, the terms and conditions of the Stock Agreements (as defined in the Transition Agreement) shall remain in full force and effect.
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Stock Agreements. You understand and agree that the provisions of your February 17, 2011, February 23, 2012 and February 20, 2013 Stock Option Agreements; your February 17, 2011, February 23, 2012 and February 20, 2013 Restricted Stock Unit Agreements; and your February 20, 2013 Performance Based Restricted Stock Unit Agreement (collectively the “Stock Agreements”) shall remain in force, including but not limited to the Sections entitled Agreement Not to Compete and Agreement Not To Solicit. You further agree that any violation or threatened violation of the provisions of the Stock Agreements, including but not limited to the Sections entitled Agreement Not to Compete and Agreement Not To Solicit, will result in irreparable injury to Humana, that the remedy at law for any violation or threatened violation of such provision(s) are inadequate and in the event of any such breach or threatened breach Humana, in addition to any other remedies or damages available to it at law or in equity, shall be entitled to temporary injunctive relief before trial as a matter of course, and to permanent injunctive relief without the necessity of proving actual damages.
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Stock Agreements. The Administrative Agent shall have received a certificate of a Responsible Officer of the Parent (i) attaching a certified copy of each of (A) the Shareholders Agreement, dated as of August 14, 1998, as amended as of November 18, 1998 (as the same may be amended, supplemented or otherwise modified from time to time in accordance with Section 6.9, the "Shareholders Agreement"), (B) the Stockholders' Agreement, dated as of November 18, 1998, as amended as of December 14, 1998 and July 20, 1999 (as the same may be amended, supplemented or otherwise modified from time to time in accordance with Section 6.9, the "Venture Stockholders Agreement") and (C) the Securities Purchase Agreement dated as of November 18, 1998, as amended as of December 14, 1998, and the related Registration Rights Agreement, dated as of November 18, 1998 (as the same may be amended, supplemented or otherwise modified from time to time in accordance with Section 6.9, the "Securities Purchase Agreement"; the Securities Purchase Agreement; the Shareholders Agreement and the Venture Stockholders Agreement, collectively, the "Stock Agreements") and (ii) confirming that none of the Stock Agreements has been amended, waived or otherwise modified in any manner that, in the reasonable discretion of the Required Lenders, could reasonably be expected to be materially adverse to the interests of the Lenders or that would not be permitted by Section 6.9.
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Stock Agreements. The Parties agree that Employee holds and shall continue to hold following the date of this Agreement the stock options as set forth on Schedule 1, subject to the terms of the Stock Agreements. No failure to perform under or breach of this Agreement by Employee shall affect or diminish any right employee may otherwise have regarding any vested stock options. The Parties agree that (i) Employee will continue to provide services to the Company as an employee through the Separation Date, (ii) following the Separation Date Employee will cease to provide services to the Company as an employee and (iii) Employee did not and shall not vest in any additional portion of the unvested stock options set forth on Schedule or otherwise obtain additional equity or debt interest in the Company following the date of this Agreement, except as set forth herein. Notwithstanding, the foregoing, Employee’s stock option to purchase 170,000 shares of the Company’s common stock granted on July 31, 2015 shall continue to vest in accordance with its terms (for the avoidance of doubt, such stock option shall vest on the date that the Ampion clinical trial is Successful (as defined in Section 2 above) and will remain exercisable until July 31, 2017. All of Employee’s vested stock options will remain outstanding and exercisable until July 31, 2017. Employee acknowledges that, other than as specified in this Agreement, including Schedule 1, Employee has no other equity or debt interest in the Company of any kind, including but not limited to, any interest in stock, stock options, or other form of profit participation. EMPLOYEE UNDERSTANDS THAT NEITHER THIS AGREEMENT NOR THE COURSE OF EMPLOYEE’S EMPLOYMENT WITH THE COMPANY, OR ANY OTHER SERVICE TO THE COMPANY, GIVE OR GAVE EMPLOYEE ANY RIGHT, CONTINUING OR OTHERWISE, TO THE REVENUES AND/OR PROFITS OF THE COMPANY AND/OR ANY OTHER COMPANY RELEASEE (AS DEFINED BELOW) OR ANY OTHER INTEREST, ECONOMIC OR OTHERWISE, IN THE COMPANY AND/OR ANY OTHER COMPANY RELEASEE (AS DEFINED BELOW), EXCEPT AS MAY BE OTHERWISE PROVIDED IN THE STOCK AGREEMENTS.
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Stock Agreements. That certain Stockholders' Agreement dated July 28, 1999, among CCI, Brera Classic, L.L.C., and the additional parties named therein (the "Stockholders' Agreement"), and that certain Registration Rights Agreement dated July 28, 1999, among CCI, Brera Classic, L.L.C., and the additional parties named therein.
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Related to Stock Agreements

  • Restricted Stock Agreement Each Award of Restricted Stock shall be evidenced by an Award Agreement that shall specify the Period of Restriction, the number of Shares granted, and such other terms and conditions as the Committee, in its sole discretion, shall determine. Unless the Committee determines otherwise, Shares of Restricted Stock shall be held by the Company as escrow agent until the restrictions on such Shares have lapsed.

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

  • Shareholder Agreements As a material inducement to Parent to enter into this Agreement, and simultaneously with, the execution of this Agreement, each Shareholder (as defined herein) is entering into an agreement, in the form of Annex A hereto (collectively, the "Shareholder Agreements"), pursuant to which they have agreed, among other things, to vote their shares of Company Common Stock in favor of this Agreement.

  • Restrictions on Future Agreements Grantor agrees that, until the Liabilities shall have been paid and satisfied in full and all of the Financing Agreements shall have been terminated, Grantor shall not, without the prior written consent of Agent, sell or assign its interest in any Trademark or enter into any other agreement with respect to any Trademark which would affect the validity or enforcement of the rights transferred to Agent under this Security Agreement.

  • Stockholder Agreements Except as contemplated by or disclosed in the Transaction Agreements, such Founder is not a party to and has no knowledge of any agreements, written or oral, relating to the acquisition, disposition, registration under the Securities Act, or voting of the securities of the Company.

  • Hold-Back Agreements (a) The Company agrees (i) if so required by the managing underwriter of an underwritten offering effected pursuant to a Registration under Section 2 or 3 hereof, not to effect any public or private sale or distribution of securities of the same type (including any underlying securities) as the Registrable Securities included in such underwritten registration, or any securities convertible into or exchangeable or exercisable for such securities, during the seven days prior to the pricing of such offering and until the earlier of (A) the end of the 180-day period beginning on the date of pricing of such offering (except as part of such underwritten offering and except pursuant to registrations on Form S-4 or Form S-8 (or any successor form to such Form)), unless the managing underwriter for such offering otherwise agrees, and (B) the abandonment of such offering, and (ii) to use reasonable best efforts to cause each holder of securities of the same type as the securities included in such underwritten offering, or any securities convertible into or exchangeable or exercisable for such securities, in each case purchased from the Company at any time after the date of this Agreement (other than in a registered public offering) to agree not to effect any public or private sale or distribution or otherwise dispose (including sales pursuant to Rule 144 under the Securities Act) of any such securities during such period (except as part of such underwritten registration, if otherwise permitted), unless the managing underwriter for such offering otherwise agrees. (b) If the Company registers securities of the Company in connection with an underwritten public offering of Common Stock solely by the Company, the Holders, if so requested by the managing underwriter of such underwritten offering, agree not to effect any public sale or distribution of any of the Registrable Securities, including any sale pursuant to Rule 144 under the Securities Act (other than as a part of such underwritten public offering) without the consent of the Company or such managing underwriter during the period commencing on a date specified by the underwriter, such date not to exceed seven days prior to the effective date of such registration statement, and ending on the earlier of (A) 180 days after the pricing of such offering, (B) the abandonment of such offering and (C) the first date on which the Company or any affiliate or executive officer of the Company is permitted to sell shares of Common Stock of the Company.

  • Holdback Agreements (a) The Company shall not effect any public sale or distribution of its equity securities, or any securities convertible into or exchangeable or exercisable for such securities, during the seven days prior to and during the 90-day period beginning on the effective date of any registration statement in connection with a Demand Registration (other than a Shelf Registration), or in the case of a Shelf Registration, the filing of any prospectus relating to the offer and sale of Registrable Securities, or a Piggyback Registration, except pursuant to any registrations on Form S-4 or Form S-8 or any successor form or unless the underwriters managing any such public offering otherwise agree. (b) If any Holder of Registrable Securities notifies the Company in writing that it intends to effect an underwritten sale registered pursuant to a Shelf Registration pursuant to Article 2 hereof, the Company shall not effect any public sale or distribution of its equity securities, or any securities convertible into or exchangeable or exercisable for its equity securities, during the seven days prior to and during the 90-day period beginning on the pricing date for such underwritten offering, except pursuant to registrations on Form S-4 or Form S-8 or any successor form or unless the underwriters managing any such public offering otherwise agree. (c) Each Holder agrees, in the event of an underwritten offering by the Company (whether for the account of the Company or otherwise), not to offer, sell, contract to sell or otherwise dispose of any Registrable Securities, or any securities convertible into or exchangeable or exercisable for such securities, including any sale pursuant to Rule 144 under the Securities Act (except as part of such underwritten offering), during the seven days prior to, and during the 90-day period (or such lesser period as the lead or managing underwriters may require) beginning on the effective date of the registration statement for such underwritten offering (or, in the case of an offering pursuant to an effective shelf registration statement pursuant to Rule 415, the pricing date for such underwritten offering).

  • Future Agreements The Fund shall promptly, at the request of the Purchaser, enter into an agreement, on terms mutually satisfactory to the Fund and the Purchaser, of the type specified in Section 12(d)(1)(E)(iii) of the 1940 Act, so as to permit the Purchaser or any transferee satisfying the requirements set forth in Section 2.1 to rely on the provisions of Section 12(d)(1)(E)(iii) of the 1940 Act.

  • Grant Agreement) This represents the status at the time of signature of this Consortium Agreement.

  • Shareholder and Similar Agreements The Company is not party to any shareholder, pooling, voting trust or other similar agreement relating to the issued and outstanding shares in the capital of the Company or any of its subsidiaries.

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