Examples of Company Significant Stockholder in a sentence
The parties acknowledge and agree that the Shareholders Agreement and the separate lock-up agreements with Parent entered into by the holders of the Company Preferred Shares and Ordinary Shares (other than the Company Significant Stockholder) and the CVR Holders set forth additional transfer restrictions with respect to the shares of Parent Common Stock included in the Aggregate Stock Consideration received by such holders.
Each Company Significant Stockholder signs this Agreement solely in such Company Significant Stockholder’s capacity as a holder of Company Shares, and not in such Company Significant Stockholder’s capacity as a director, officer or employee of the Company.
Each Company Significant Stockholder hereby ratifies and confirms all that such irrevocable proxy may lawfully do or cause to be done by virtue hereof.
Each Company Significant Stockholder hereby further affirms that the irrevocable proxy set forth in this Section 1.2 is coupled with an interest and may under no circumstances be revoked.
Such Company Significant Stockholder has full power and authority to execute and deliver this Agreement and to perform its obligations hereunder and to consummate the transactions contemplated hereby.
Such Company Significant Stockholder does not own, of record or beneficially, any shares of capital stock of the Company other than the Subject Shares set forth opposite its name on Schedule A.
The inclusion of any Company Significant Stockholder’s Registrable Securities in a Piggyback Registration shall be subject to such Company Significant Stockholder’s agreement to enter into an underwriting agreement in customary form with the underwriter(s) selected for such takedown pursuant to Section 5.6(d) hereof, as negotiated in good faith and agreed upon among Parent, the Company Significant Stockholder participating in such takedown and such underwriter(s).
Such Company Significant Stockholder, if not a natural person, is duly formed, incorporated or organized, validly existing and, to the extent the concept is applicable to such Company Significant Stockholder, in good standing under the laws of its jurisdiction of formation, incorporation or organization.
Such Company Significant Stockholder has the sole right to vote its Subject Shares, and none of such Subject Shares are subject to any voting trust or other agreement, arrangement or restriction with respect to the voting of such Subject Shares, except as contemplated by this Agreement.
Each Company Significant Stockholder hereby irrevocably and unconditionally waives and agrees to cause to be waived and to prevent the exercise of, any rights of appraisal, any dissenters’ rights and any similar rights (including any notice requirements related thereto) relating to the Merger that such Company Significant Stockholder may have by virtue of, or with respect to, any Company Shares beneficially owned by it immediately prior to the Merger.