Termination of the Shareholders Agreement. Effective as of the date hereof, the Shareholders Agreement is hereby terminated in its entirety and shall be of no further force or effect; except for actions to be taken in connection with the registration and offering of shares pursuant to the ERI letter to the Company dated as of September 11, 2003.
Termination of the Shareholders Agreement. Purchaser shall have received evidence satisfactory to it, acting reasonably, that the Shareholders Agreement of Corporation and the Shareholders Agreement of Holdco have been terminated without any further liability to Corporation or Holdco thereunder.
Termination of the Shareholders Agreement. 2.1 With effect from the date hereof, the obligations of each of the Shareholders under, in relation to or in respect of the Shareholders Agreement shall terminate and shall be of no force and effect and no party thereto shall have any further rights or claims against, or obligations to, the other in respect thereof and their respective liabilities and obligations shall be irrevocably and unconditionally released.
2.2 The Company hereby confirms and agrees with the termination of the Shareholders Agreement with effect from the date hereof.
Termination of the Shareholders Agreement. The Shareholders Agreement shall terminate in accordance with its terms upon a sale by Continental of all of the Continental Shares.
Termination of the Shareholders Agreement. 4.1 Each Party hereby agrees to terminate the Shareholders Agreement pursuant to clause 7.18 of the Shareholders Agreement with effect from Closing.
Termination of the Shareholders Agreement. Each of the Major Shareholders hereby agrees that the Shareholders' Agreement dated June 8, 1993, the Amended and Restated Shareholders' Agreements dated June 1, 1994 and May 7, 1996 and all other related amendments thereto have been terminated and this Agreement supersedes such agreements.
Termination of the Shareholders Agreement. (a) The Second Amended and Restated Services Agreement of July 17, 2007, by and between TIC and the INSTITUTE, as amended by that certain letter dated agreement December 19, 2007 (collectively, hereinafter the “Service Agreement”), is hereby terminated as of the date hereof.
(b) This Second Amended and Restated Technology License Agreement of July 17, 2007, by and between TIC and the INSTITUTE, as amended by that certain letter dated agreement December 19, 2007 (collectively, hereinafter the “License Agreement”), is hereby terminated as of the date hereof.
Termination of the Shareholders Agreement. This Agreement shall terminate upon termination of the Shareholders’ Agreement unless the Shareholders’ Agreement is terminated as a result of an initial public offering of Licensee.
Termination of the Shareholders Agreement. 13.1. In the event of a termination of the Shareholders’ Agreement pursuant to a Termination Event caused by PTVLA, PEGI will have the right to acquire PTVLA’s Shares for a period of 60 (sixty) days counted from the Termination Event, and adhere irrevocably to the Shareholders’ Agreement on the same ongoing terms and conditions.
13.2. In the event PEGI does not exercise its option pursuant to Section 13.1 above, PEGI undertakes not to, and shall cause its Affiliate Companies not to compete, directly and/or indirectly, with the activities of the Venture, specifically related to the exploitation, development, operation, distribution, production and commerce of Adult Content in Television and Other Media, except for Playboy Brazil Magazine Assets. This non-competition covenant is valid within Brazil, and shall be fully enforceable, and in full force and effect as of the date of the Termination Event and for a period of 2 (two) years counted from the date PTVLA ceases to own any Shares in the Venture.
Termination of the Shareholders Agreement. The Parties agree that, subject to Closing and with immediate effect upon Closing, the Shareholders’ Agreement as am ended by the ITO SHA shall terminate and shall cease to have any force or effect; for the avoidance of doubt, the Settlement Deed and the Deed of Indemnity and this Deed shall remain valid and continue having its effect.
