Common use of TRANSFER OF AFFECTED SHARES Clause in Contracts

TRANSFER OF AFFECTED SHARES. 5.1. This Agreement does not impair the Affected Shares transfer rules reflected on the General Shareholders’ Agreement of which the Parties are also signatories and which shall also be observed by them when applicable, especially its Sections 8.17 and 8.17.1, as well as the procedural part 5.2. Pursuant to the provisions of the Shareholders’ Agreement herein and the General Shareholders’ Agreement for this purpose, in the event of sale of all or part of the Affected Shares held by a Shareholder to third parties, the buyer will succeed the selling shareholder in all his rights and obligations set forth herein - or proportionally to the acquired Affected Shares, in case of a partial sale, and the Agreement shall remain unchanged. If the shares are sold to any Shareholder signatory of this Agreement, the buying Shareholder shall add to the rights and obligations he already has, the rights and obligations previously held by the selling Shareholder. Whenever the Affected Shares are purchased by third parties, these shall assign a representative to take part in the Preliminary Meetings. 5.3. The Parties express their acquiescence with regard to the transfer of ASSECA’S shares issued by the Company to AG INVESTIMENTOS and LF TEL, at the proportion of fifty percent (50%) each, as a result of ASSECA’s corporate restructuring, expressly acknowledging that none of the provisions set forth in Section 8 of the General Shareholders’ Agreement shall be applied to this transfer.

Appears in 2 contracts

Samples: Shareholder Agreements, Shareholder Agreement

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TRANSFER OF AFFECTED SHARES. 5.1. This Agreement does not impair the Affected Shares transfer rules reflected on the General Shareholders’ Agreement of which the Parties are also signatories and which shall also be observed by them when applicable, especially its Sections 8.17 and 8.17.1, as well as the procedural part. 5.2. Pursuant to the provisions of the Shareholders’ Agreement herein and the General Shareholders’ Agreement for this purpose, in the event of sale of all or part of the Affected Shares held by a Shareholder to third parties, the buyer will succeed the selling shareholder in all his rights and obligations set forth herein - or proportionally to the acquired Affected Shares, in case of a partial sale, and the Agreement shall remain unchanged. If the shares are sold to any Shareholder signatory of this Agreement, the buying Shareholder shall add to the rights and obligations he already has, the rights and obligations previously held by the selling Shareholder. Whenever the Affected Shares are purchased by third parties, these shall assign a representative to take part in the Preliminary Meetings. 5.3. The Parties express their acquiescence with regard to the transfer of ASSECA’S shares issued by the Company to AG INVESTIMENTOS and LF TEL, at the proportion of fifty percent (50%) each, as a result of ASSECA’s corporate restructuring, expressly acknowledging that none of the provisions set forth in Section 8 of the General Shareholders’ Agreement shall be applied to this transfer.

Appears in 1 contract

Samples: Shareholders Agreement (Coari Holding Co)

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TRANSFER OF AFFECTED SHARES. 5.1. This Agreement does not impair the Affected Shares transfer rules reflected on the General Shareholders’ Agreement of which the Parties are also signatories and which shall also be observed by them when applicable, especially its Sections 8.17 and 8.17.1, as well as the procedural part. 5.2. Pursuant to the provisions of the Shareholders’ Agreement herein and the General Shareholders’ Agreement for this purpose, in the event of sale of all or part of the Affected Shares held by a Shareholder to third parties, the buyer will succeed the selling shareholder in all his rights and obligations set forth herein - or proportionally to the acquired Affected Shares, in case of a partial sale, and the Agreement shall remain unchanged. If the shares are sold to any Shareholder signatory of this Agreement, the buying Shareholder shall add to the rights and obligations he already has, the rights and obligations previously held by the selling Shareholder. Whenever the Affected Shares are purchased by third parties, these shall assign a representative to take part in the Preliminary Meetings. 5.3. The Parties express their acquiescence with regard to the transfer of ASSECA’S shares issued by the Company to AG INVESTIMENTOS and LF TEL, at the proportion of fifty percent (50%) each, as a result of ASSECA’s corporate restructuring, expressly acknowledging that none of the provisions set forth in Section 8 of the General Shareholders’ Agreement shall be applied to this transfer.

Appears in 1 contract

Samples: Shareholder Agreement

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