Termination of Prior Shareholders Agreement Sample Clauses

Termination of Prior Shareholders Agreement. Effective as of the date of this Agreement, the Prior Shareholders’ Agreement is hereby terminated and of no further force or effect (other than any obligations of any party thereto which accrued prior to the date of this Agreement), provided, this Section 9.12 shall not serve to eliminate liability arising out of conduct, events or circumstances prior to the date of this Agreement.
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Termination of Prior Shareholders Agreement. This Agreement supersedes and replaces the Prior Shareholders Agreement in its entirety, and such Prior Shareholders Agreement shall be of no further force or effect upon execution of this Agreement by all parties hereto. Each of the Company and the Shareholders that is a party to the Prior Shareholders Agreement hereby expressly consents and agrees to this amendment and restatement of the Prior Shareholders Agreement and represents and warrants that this Agreement has been duly approved by consents of the parties to the Prior Shareholders Agreement sufficient to constitute a valid amendment to the Prior Shareholders Agreement that is binding on all parties to the Prior Shareholders Agreement.
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Termination of Prior Shareholders Agreement. In consideration of the mutual covenants and promises contained herein, each of the parties to the Prior Shareholders Agreement hereby confirms and covenants with each of the other parties thereto that immediately as of the execution of this Agreement, the Prior Shareholders Agreement shall be irrevocably terminated and replaced in its entirety by this Agreement. [The remainder of this page has been intentionally left blank.]
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Termination of Prior Shareholders Agreement. (a) The Prior Shareholders Agreement is hereby terminated in its entirety, effective immediately prior to the closing of the IPO. Weston and the Company agree that neither Weston, the Company, the Other Shareholders (as defined in the Prior Shareholders Agreement), nor any of their respective Affiliates, successors or assigns, shall have any further rights or obligations under the Prior Shareholders Agreement or any continuing liability to any party thereto.
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Termination of Prior Shareholders Agreement. In consideration of the mutual covenants and promises contained herein, each of the Parties that are parties to the Prior Shareholders Agreement confirms and acknowledges that the Prior Shareholders Agreement shall hereby be terminated in its entirety with no further force and effect, and each of the Parties (other than CMC Lullaby Holdings Limited, Wu Capital Limited and the Cherubic Ventures SSG Ltd.) hereby waives any claims and releases each of the Group Companies from any and all obligations and liabilities arising out of or relating to any breach by such Group Companies of the Prior Shareholders Agreement. [The remainder of this page has been intentionally left blank.]
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Termination of Prior Shareholders Agreement. The Prior Shareholders’ Agreement shall automatically terminate upon the Closing and shall have no further legal effect therefrom.
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Termination of Prior Shareholders Agreement. Purchaser, the Company, OilQuip and MCAI do hereby agree to terminate and cancel in all respects the Prior Shareholders' Agreement.
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Termination of Prior Shareholders Agreement. Without limiting the generality of Section 12.4 in consideration of the mutual covenants and promises contained herein, all Shareholders hereby confirms and covenants with each of the other Parties hereto that:
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Related to Termination of Prior Shareholders Agreement

  • Termination of Shareholders Agreement Each of the Parties agrees that upon the Closing, the Shareholders’ Agreement shall be, without any further action required by any Party, terminated immediately, in its entirety and shall be of no further force or effect, including without limitation, each of the provisions of Section 8.3 thereof.

  • Termination of Stockholders Agreement The Stockholders, the Company and the other parties thereto hereby agree to terminate the Stockholders Agreement, including any and all annexes or exhibits thereto, as of the Effective Time. The provisions of the Stockholders Agreement shall not survive its termination, and shall have no further force from and after the Effective Date, nor shall any party to the Stockholders Agreement have any surviving obligations, rights or duties thereunder.

  • 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 Investors, Vestar, the Management Investors, and the other securityholders a party thereto, as it may be amended or supplemented thereafter from time to time.

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

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

  • Termination of Consulting Agreement As of the Effective Date, the Consulting Agreement is hereby terminated and is of no further force or effect.

  • Restriction on Transfer of Option Unless otherwise determined by the Committee in accordance with the Plan, (a) no part of the Option shall be Transferable other than by will or by the laws of descent and distribution and (b) during the lifetime of the Participant, the Option may be exercised only by the Participant or the Participant’s guardian or legal representative. Any attempt to Transfer the Option other than in accordance with the Plan shall be void.

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