Examples of Shareholder Affiliate in a sentence
Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned, in whole or in part, by the Shareholder or any Shareholder Affiliate without the prior written consent of the Company or by the Company without the prior written consent of the Shareholder.
This Agreement has been, and the other Transaction Document to which each of such CaymanCo Shareholder and such CaymanCo Shareholder Affiliate is a party will be, duly executed and delivered by such CaymanCo Shareholder or such CaymanCo Shareholder Affiliate, as applicable.
Each of such CaymanCo Shareholder and its CaymanCo Shareholder Affiliate (a) is an accredited investor as defined in Rule 501(a) of Regulation D promulgated under the Securities Act and/or (b) is not a “U.S. person” within the meaning of Regulation S under the Securities Act, and is acquiring its Subscription Shares in an offshore transaction under Rule 903 of Regulation S under the Securities Act.
Each of such CaymanCo Shareholder and its CaymanCo Shareholder Affiliate understands that its Subscription Shares are restricted securities within the meaning of Rule 144 under the Securities Act and that its Subscription Shares are not registered or listed publicly and must be held indefinitely unless they are subsequently registered or listed publicly or an exemption from such registration or listing is available.
The Shareholder Affiliate shall comply with the terms of this Agreement, and be entitled to the rights and privileges and to receive the benefits conferred under this Agreement, in each case, as if such Shareholder Affiliate were the Shareholder.