TERMINATION OF ORIGINAL SHAREHOLDERS AGREEMENT Sample Clauses

TERMINATION OF ORIGINAL SHAREHOLDERS AGREEMENT. Seven, ---------------------------------------------- Tracinda, the Company, MGM Studios, and Executives hereby mutually agree that, effective as of the IPO Closing Date, the Original Shareholders Agreement shall terminate and be of no further force or effect and none of them shall have any further rights, duties or obligations thereunder from and after the effective date of such termination. Until such time as the IPO Closing Date shall occur, the Original Shareholders Agreement shall remain in full force and effect and shall be unaffected hereby, except that no party hereto shall be entitled to effect a Piggyback Registration pursuant to the Approved Initial Public Offering.
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TERMINATION OF ORIGINAL SHAREHOLDERS AGREEMENT. This Agreement supersedes and replaces the Original Shareholders’ Agreement in its entirety, and such Original Shareholders’ Agreement shall be of no further force or effect upon execution of this Agreement by the parties required to amend and restate the Original Shareholders’ Agreement hereto. Each of the Group Companies and the Investors that is a party to the Original Shareholders’ Agreement hereby expressly consents and agrees to this amendment and restatement of the Original Shareholders’ Agreement and represents and warrants that this Agreement has been duly approved by the parties to the Original Shareholders’ Agreement sufficient to constitute a valid amendment to the Original Shareholders’ Agreement that is binding on all parties to the Original Shareholders’ Agreement.
Sample 1

Related to TERMINATION OF ORIGINAL SHAREHOLDERS AGREEMENT

  • Shareholders Agreement For so long as the ratio of the number of the Equity Securities owned by the Star Group on a fully diluted basis divided by the number of the Equity Securities owned by the Investor Group on a fully diluted basis is at least 0.6, the Guarantor may not take any of the actions set forth in schedule II of the Shareholders’ Agreement without the prior written approval of Star. For the purpose of this clause “on a fully diluted basis” means taking into account any shares issued or issuable under warrants, options and convertible instruments (or other equity equivalents).

  • Stockholders Agreement Investor and the other parties to the Stockholders Agreement shall have executed and delivered the Stockholders Agreement to the Company.

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

  • Securityholders Agreement The term "Securityholders Agreement" shall mean the Securityholders Agreement dated as of the Closing Date, among Dairy Holdings, Vestar, the Management Investors, and the other securityholders a party thereto, as it may be amended or supplemented thereafter from time to time.

  • Shareholder Agreement The Shareholder Agreement shall have been duly executed and delivered by the Company.

  • Stockholder Agreement The Stockholder agrees that, during the period from the date of this Agreement until the Expiration Date:

  • Termination of Management Agreement Evidence of the termination of any and all management agreements affecting the Property, effective as of the Closing Date, and duly executed by Seller and the property manager.

  • Tax Matters Agreement If the Contributor (1) owns, directly or indirectly, an interest in any Contributed Property specified in the Tax Matters Agreement or (2) has any members that have been provided an opportunity to guarantee debt as set forth in the Tax Matters Agreement, the REIT and the Operating Partnership shall have entered into the Tax Matters Agreement substantially in the form attached as Exhibit D, if applicable.

  • Termination of Rights as Shareholder If any of the Shares are forfeited in accordance with this Section 3, then after such time the Subscriber (or successor in interest), shall no longer have any rights as a holder of such forfeited Shares, and the Company shall take such action as is appropriate to cancel such forfeited Shares.

  • Termination of Repurchase Option Sections 2, 3, 4 and 5 of this Agreement shall terminate upon the exercise in full or expiration of the Repurchase Option, whichever occurs first.

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