Stockholders and Registration Rights Agreement Sample Clauses

Stockholders and Registration Rights Agreement. This Stockholder’s and Registration Rights Agreement (this “Agreement”) is made as of November 25, 2014 by and between Occidental Petroleum Corporation, a Delaware corporation (“Occidental”), and California Resources Corporation, a Delaware corporation and wholly owned subsidiary of Occidental (“CRC”) and is effective as of the Effective Time. Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Section 1.01.
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Stockholders and Registration Rights Agreement. Each Shareholder ---------------------------------------------- agrees that, on or prior to the Effective Time, it will enter into a stockholders and registration rights agreement relating to the Surviving Corporation Common Shares with the terms set forth on Exhibit A hereto, with --------- such changes as may be reasonably agreed to by the Shareholders, in a form reasonably satisfactory to such Shareholders prior to or at the Effective Time.
Stockholders and Registration Rights Agreement. At the Closing, Xxxxxx, Holdco and certain stockholders of Holdco shall enter into a Stockholders and Registration Rights Agreement containing the terms set forth on Exhibit 7.22 (the “Stockholders and Registration Rights Agreement”).
Stockholders and Registration Rights Agreement. This Stockholder’s and Registration Rights Agreement (this “Agreement”) is made as of [—], 2015 by and between Windstream Services, LLC, a Delaware limited liability company (“Windstream”), and Communications Sales & Leasing, Inc., a Maryland corporation and wholly owned subsidiary of Windstream (“CS&L”). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Section 1.01.
Stockholders and Registration Rights Agreement. At the Effective time, Parent shall assume the obligations of the Company pursuant to Sections 5, 6 and 7 of that certain Stockholder and Registration Rights Agreement dated as of January 19, 2006, as amended, by and among the Company and its stockholders.
Stockholders and Registration Rights Agreement. Amended and Restated as of May 6, 1997 ================================================================================ 2 TABLE OF CONTENTS Section Page
Stockholders and Registration Rights Agreement. Newco and each Buyer agree that they shall use their reasonable best efforts to enter into a stockholders' agreement and a registration rights agreement (the "ANCILLARY AGREEMENTS") containing the terms set forth on Schedule 4.1.
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Stockholders and Registration Rights Agreement. Post-Effective Date Board of Directors: Post-Effective Date Management Incentive Plan: Avoidance Actions Investor and the Company will enter into a Stockholders Agreement substantially in the form attached to the Investment Agreement as Exhibit C and a Registration Rights Agreement in the form attached to the Investment Agreement as Exhibit E. The initial Board of Directors of the restructured Company shall be determined as set forth in the Stockholders Agreement. On the Effective Date, the Debtors shall assume the employment agreements for each member of the Debtors’ management team, subject to amendment, as applicable, per Exhibit G of the Investment Agreement. Except as otherwise set forth in the Disclosure Statement, all causes of action arising under sections 544, 547, 548, or 553(b) of the Bankruptcy Code belonging to the Debtors or their estates or that may be brought by any party in interest on behalf of the Debtors or their estates shall be retained by the reorganized Company. Conditions Precedent to the Effective Date of the Plan: Entry of the Confirmation Order, the other conditions precedent to the closings contemplated by the Investment Agreement, the Amended and Restated Credit Agreement and the ABL Agreement, as set forth therein, and such further conditions in connection with the Prepackaged Plan Proceeding as the Investor and Company may reasonably agree. Releases Customary releases and exculpation, including releases of the Investor and its affiliates. Annex A Terms and Conditions of the Offer
Stockholders and Registration Rights Agreement. Stockholders and Registration Rights Agreement" means a Stockholders and Registration Rights Agreement to be entered into by certain of the stockholders of the IPO Corporation prior to the IPO, substantially, in the form set forth in Exhibit A.

Related to Stockholders and Registration Rights Agreement

  • Purchase and Registration Rights Agreements This Agreement has been duly authorized, executed and delivered by the Company and each of the Guarantors; and the Registration Rights Agreement has been duly authorized by the Company and each of the Guarantors and on the Closing Date will be duly executed and delivered by the Company and each of the Guarantors and, when duly executed and delivered in accordance with its terms by each of the parties thereto, will constitute a valid and legally binding agreement of the Company and each of the Guarantors enforceable against the Company and each of the Guarantors in accordance with its terms, subject to the Enforceability Exceptions, and except that rights to indemnity and contribution thereunder may be limited by applicable law and public policy.

  • 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.

  • 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 There are no contracts, agreements or understandings between the Company and any person granting such person any rights to have any securities of the Company or any of its subsidiaries registered under the Securities Act for resale by such person, except pursuant to the Registration Rights Agreements, dated July 1, 2009, by and among the Company, Invesco Advisers, Inc., a Delaware corporation (the “Manager”) and Invesco Investments (Bermuda) Ltd., a Bermuda company (“Invesco Bermuda”), which agreement does not grant any person any such registration rights until one year after the date of such agreement.

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

  • 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.

  • The Registration Rights Agreement The Registration Rights Agreement has been duly authorized, executed and delivered by the Company and constitutes a valid and legally binding obligation of the Company enforceable against the Company in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency or similar laws affecting the enforcement of creditors’ rights generally or by equitable principles relating to enforceability.

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

  • Amendment to Registration Rights Agreement The Registration Rights Agreement is hereby amended as follows:

  • Investor Rights Agreement The Investor Rights Agreement substantially in the form attached hereto as Exhibit B shall have been executed and delivered by the parties thereto.

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