Common use of Term of the Agreement; Termination of Certain Provisions Clause in Contracts

Term of the Agreement; Termination of Certain Provisions. (a) The term of this Agreement shall continue until the first to occur of January 1, 2050 and such time as this Agreement is terminated by the affirmative vote of not less than 66 2/3% of the outstanding Covered Shares. (b) Unless this Agreement is previously terminated pursuant to Section 7.1(a) hereof, (i) any Covered Person who ceases to be a Covered Person for any reason other than death shall no longer be bound by the provisions of this Agreement (other than Sections 5.3, 6.2, 6.3, 6.5, 7.4, 7.5, 7.6, 7.8 and 7.10 (the “Continuing Provisions”)), and such Covered Person’s name shall be removed from Appendix A to this Agreement, and (ii) any Designated Senior Officer who ceases to hold a Designated Title shall no longer be bound by the provisions of Section 2.1(b) hereof. (c) Unless this Agreement is theretofore terminated pursuant to Section 7.1(a) hereof, the estate of any Covered Person who ceases to be a Covered Person by reason of death shall from and after the date of such death be bound only by the Continuing Provisions, and such Covered Person’s name shall be removed from Appendix A to this Agreement.

Appears in 2 contracts

Samples: Shareholders Agreement (Goldman Sachs Group Inc), Shareholder Agreements (Goldman Sachs Group Inc)

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Term of the Agreement; Termination of Certain Provisions. (a) The term of this Agreement shall continue until the first to occur of January 1, 2050 and (i) such time as this Agreement is terminated by the affirmative vote of not less than 66 2/3a majority of the outstanding Voting Interests, (ii) such time as the Covered Shares represent less than 10% of the issued and outstanding shares of Common Stock of the Company, or (iii) June 27, 2022. The Company shall send a notice to all Covered SharesPersons upon termination of this Agreement notifying the Covered Persons of such termination. The provisions of Article II shall remain in effect in accordance with the terms thereof notwithstanding the termination or expiration of this Agreement, unless such provisions are amended or waived as provided in Section 8.2. (b) Unless this Agreement is previously terminated pursuant to Section 7.1(a8.1 (a) hereof, (i) any Covered Person who ceases to shall be a bound by the provisions of this Agreement until such time as such Covered Person for no longer holds any reason other than death Covered Shares. Thereafter, such Covered Person shall no longer be bound by the provisions of this Agreement (other than Sections 5.35.2, 6.2, 6.38.3, 6.58.4, 7.48.5, 7.58.7, 7.6, 7.8 8.9 and 7.10 8.19 (the "Continuing Provisions")), and such Covered Person’s name shall be removed from Appendix A to this Agreement, and (ii) any Designated Senior Officer who ceases to hold a Designated Title shall no longer be bound by the provisions of Section 2.1(b) hereof. (c) Unless this Agreement is theretofore terminated pursuant to Section 7.1(a) hereof, the estate of any Covered Person who ceases to be a Covered Person by reason of death shall from and after the date of such death be bound only by the Continuing Provisions, and such Covered Person’s 's name shall be removed from Appendix A to this Agreement.

Appears in 1 contract

Samples: Stockholders' Agreement (Hewitt Associates Inc)

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Term of the Agreement; Termination of Certain Provisions. (a) The term of this Agreement shall continue until the first to occur of January 1, 2050 and such time as this Agreement is terminated by the affirmative vote of not less than 66 2/3% of the outstanding Covered Shares. (b) Unless this Agreement is previously terminated pursuant to Section 7.1(a) hereof, (i) any Covered Person who ceases to be a Covered Person for any reason other than death shall no longer be bound by the provisions of this Agreement (other than Sections 5.3, 6.2, 6.3, 6.5, 7.4, 7.5, 7.6, 7.8 and 7.10 (the “Continuing Provisions”)), and such Covered Person’s name shall be removed from Appendix A to this Agreement, and (ii) any Designated Senior Officer who ceases to hold a Designated Title shall no longer be bound by the provisions of Section 2.1(b) hereof. (c) Unless this Agreement is theretofore terminated pursuant to Section 7.1(a) hereof, the estate of any Covered Person who ceases to be a Covered Person by reason of death shall from and after the date of such death be bound only by the Continuing Provisions, and such Covered Person’s name shall be removed from Appendix A to this Agreement.

Appears in 1 contract

Samples: Shareholders Agreement (Goldman Sachs Group Inc)

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