Examples of Parent Shareholders Agreement in a sentence
The Parent Shares to be issued under this Agreement, when issued and delivered in accordance with the terms hereof and payment of the subscription price therefor, are duly authorized, validly issued, fully paid and nonassessable, and free and clear of all Liens, other than restrictions arising under applicable securities laws and the Parent Shareholders Agreement (as defined below).
No Parent Shares can or will be issued upon conversion of Note 2 until Seller becomes a party to a Shareholders' Agreement in the form required by the Parent ("Shareholders' Agreement") and gives appropriate investment representations concerning knowledge about the investment and acknowledgments of any applicable restrictions on transferability.
No shares of Parent Stock can or will be issued upon conversion of Note 1 and Note 2 until Seller becomes a party to a Shareholders' Agreement in the form required by the Parent ("Shareholders' Agreement") and gives appropriate investment representations concerning knowledge about the investment and acknowledgments of any applicable restrictions on transferability.
This Agreement and the Parent Shareholders Agreement are legal, valid and binding obligations of the parties thereto, enforceable in accordance with their respective terms, except (a) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, and other laws of general application affecting enforcement of creditors’ rights generally, and (b) as limited by laws relating to the availability of specific performance, injunctive relief, or other equitable remedies.
Other than the Parent Shareholders Agreement, the Owned Shares are not, with respect to the voting or transfer thereof, subject to any other agreement, including any voting agreement, stockholders agreement, irrevocable proxy or voting trust.