Examples of Series A Share Equivalents in a sentence
Each Holder further agrees to cooperate fully in connection with the nomination of Directors, the voting of its shares of Series A Preferred Stock, Series A Share Equivalents, Series B Preferred Stock, Series B Share Equivalents or Subject Shares, as applicable, the execution of written consents (if then permissible under the Certificate of Incorporation of the Company), the calling of meetings and other stockholder matters to effect the provisions of this Article.
To the extent provided under Mexican law and the Company's Charter, each Shareholder shall have the preemptive right, in proportion to the number of shares of Capital Stock represented by the Series A Share Equivalents held by such Shareholder, to subscribe, directly or indirectly, for the shares of Capital Stock that are issued in case of an increase in the total issued Capital Stock of the Company.
The obligations in the two preceding sentences shall apply only to the Series A Share Equivalents held by the Restricted Family Designees on the date hereof (after giving effect to the transactions contemplated in the Acquisition Agreement) and shall not apply to any Series A Share Equivalents that a Restricted Family Designee acquires hereafter (whether by purchase, gift, inheritance or otherwise).
Such exercise shall be by means of written notice to the Repurchaser, and the closing of the purchase by the Investors of such Series A Share Equivalents shall be at the place, date and time specified in such notice and otherwise in accordance with the procedure for the Repurchase Closing set forth in Section 4.4, mutatis mutandis.
For purposes of any consents required under the Charter of the Company, the Shareholders hereby irrevocably and unconditionally consent to any and all Transfers of Series A Share Equivalents made in compliance with this Agreement, the Registration Rights Agreement and, if applicable, the Controlling Trust Agreement.
A Person who ceases to own beneficially any Series A Share Equivalents shall cease to be a Shareholder and shall have no further rights under this Agreement except with respect to the rights that such Person may have hereunder against any other Shareholder by reason of such Shareholder's prior breach of this Agreement.
In the event the Repurchaser breaches its obligation to repurchase pursuant to this Article IV, the Investors shall have the right, in addition to any other remedies available under this Agreement, any other Transaction Document, applicable law or otherwise, to require the Repurchaser to sell all or any part of its Series A Share Equivalents to the Investors at the Company Market Price (the "Mandatory Call Right").
Provisions of this Agreement that are for the Shareholders' benefit as the holders of any Series A Share Equivalents are also for the benefit of, and enforceable by, all subsequent holders of Series A Share Equivalents (other than Persons acquiring Series A Share Equivalents in transactions described in Section 3.1(d)(ii) and (iii), but including Persons acquiring Series A Share Equivalents in a directed sale), except as otherwise expressly provided herein.
Notwithstanding the other provisions of this Article III, each of the Restricted Family Designees agrees that it will not effect any Transfer of Series A Share Equivalents (including Permitted Transfers) on or before the third anniversary of the date of this Agreement unless such Transfer is Approved by the Investors.
In connection with any Transfer of Series A Share Equivalents pursuant to Section 3.1 or Article IV, the Parties will take any commercially reasonable actions that the participants to the Transfer reasonably request in compliance with all applicable law and good business practice to implement the Transfer in a cost-efficient and tax efficient manner.