Insolvent Shareholder definition

Insolvent Shareholder shall have the meaning set forth in Clause 8.2.1.

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Insolvent Shareholder has the meaning set forth in Section 7.06(a).

Insolvent Shareholder has the meaning set forth in Section 7.06(a). “Investment Agreement” has the meaning set forth in the recitals. “Liquidation Event” has the meaning set forth in Section 9.01. “Material Adverse Effect” means, with respect to a Party, a material adverse effect on the condition (financial or otherwise), business, assets, results of operations or prospects (considered on a consolidated basis) of such Party. “Organizational Documents” means, collectively, the Certificate of Incorporation and By-laws of the Company in effect on the Closing Date, as each may be amended, modified or supplemented from time to time in accordance with the terms thereof. “Owner Board” has the meaning set forth in Section 3.02(a). 4

Examples of Insolvent Shareholder in a sentence

If the Remaining Shareholders provide such notice, the transaction pursuant to said notice shall be completed within twenty (20) days after the date of the giving of notice at the Corporation's registered office where delivery of the Offered Shares shall be made by the Insolvent Shareholder with good title, free and clear of all liens, charges, and encumbrances.
This share valuation shall be made in accordance with the provisions of Schedule C attached hereto within forty-two (42) days of the earlier of the date the Insolvent Shareholder advised the Remaining Shareholders in writing of the Insolvency and the date on which the Remaining Shareholders became aware of the Insolvency.
As promptly as practicable after any Shareholder’s exercise of such right (or if a Shareholder exercises such right before such determination of the Company Value, after such determination), such Shareholder and the Insolvent Shareholder shall enter into a customary purchase agreement for the purchase of such Shares.
Upon the Option becoming exercisable, the Corporation may exercise the Option by delivering notice to the Insolvent Shareholder, to the Special Transferee and all other Shareholders, whereupon the Corporation shall transfer the Insolvent Shareholder's Shares to the Corporation and then cancel such Shares.
This share valuation shall be made in accordance with the provisions of Schedule C attached hereto within forty-two (42) days of the earlier of the date the Insolvent Shareholder advised Viking in writing of the Insolvency and the date on which Viking became aware of the Insolvency.
Without prejudice to the liability of the parent of the Insolvent Shareholder’s liability to honour the guarantee or indemnify the beneficiaries under the relevant PCG, each Solvent Shareholder is entitled to recover from the Insolvent Shareholder any amount which it has borne under this Clause 15.5 including but not limited to the Solvent Shareholder’s rights under Clause 14 of this Agreement.
The Corporation shall be entitled to assign to the other Shareholders its right to purchase the Equity Securities of the Insolvent Shareholder, in whole or in part, in which event the provisions of Section 7.3 and 7.5 shall apply to the extent applicable (except that the price shall be "fair market value" as referred to above).
If an Insolvency Event arises in respect of a Shareholder or its Controller (the “Insolvent Shareholder”), the Insolvent Shareholder must notify the Company and the Representatives of each Shareholder Group as soon as reasonably practicable.
The redemption price for the Shares shall be paid in cash fifteen Business Days from the day of final establishment of the value of the Shares and the Insolvent Shareholder undertakes to do such things and to execute such documents as shall be necessary or as the Redeeming Shareholder may reasonably request to give effect to the Transfer.
If the Insolvent Shareholder is a Shareholder, the other Shareholder (the “Redeeming Shareholder”) shall have the right to purchase the Shares from the Insolvent Shareholder, its bankruptcy estate or other holder of rights.

More Definitions of Insolvent Shareholder

Insolvent Shareholder means a Shareholder which: (a) is the subject of an interim order under the Insolvency ▇▇▇ ▇▇▇▇; (b) has made any arrangement or composition for the benefit of its creditors which has not been discharged; (c) goes into liquidation whether voluntary or compulsory (save for the purpose of reconstruction or amalgamation without insolvency); (d) ceases payment on all or any class of its debts or a moratorium is agreed or delivered in respect of its indebtedness; (e) is, or is deemed for the purposes of the law to be, unable to pay its debts as they fall due or admits inability to pay its debts as they fall due; (f) suffers the enforcement of any security over any of its material assets; (g) is otherwise dissolved, wound up, or ceases to exist; (h) has an administrator or a receiver or an administrative receiver appointed in respect of the whole or any part of its undertaking or assets; or (i) is the subject of an analogous procedure or step in any other jurisdiction;

Insolvent Shareholder has the meaning given to it in Section 7.9(a);