Shareholder and Registration Rights Agreement definition

Shareholder and Registration Rights Agreement means the Shareholder and Registration Rights Agreement to be entered into by and between Parent and SpinCo or any members of their respective Groups in connection with the Separation, the External Distribution or the other transactions contemplated by this Agreement, as it may be amended from time to time.
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Examples of Shareholder and Registration Rights Agreement in a sentence

  • All parties to the Shareholder and Registration Rights Agreement (other than SPAC, the Sponsor and Nabors Lux 2) shall have delivered, or cause to be delivered, to SPAC copies of the Shareholder and Registration Rights Agreement duly executed by all such parties.

  • Xxxxx Title: President and Chief Executive Officer THIS INSTRUMENT forms part of the Shareholder and Registration Rights Agreement (the “Agreement”), dated as of November 12, 2018, by and between EQT Corporation, a Pennsylvania corporation (“Parent”), and Equitrans Midstream Corporation, a Pennsylvania corporation.

  • EQT CORPORATION By: Name: Title: EQUITRANS MIDSTREAM CORPORATION By: Name: Title: THIS INSTRUMENT forms part of the Shareholder and Registration Rights Agreement (the “Agreement”), dated as of [·], 2018, by and between EQT Corporation, a Pennsylvania corporation (“Parent”), and Equitrans Midstream Corporation, a Pennsylvania corporation.

  • Investor is as of the date hereof entering into an amendment and joinder to that certain Shareholder and Registration Rights Agreement dated as of May 11, 2005.

  • The Shareholder and Registration Rights Agreement grants Endurance demand registration rights.

  • At the Closing, the Insiders shall deliver to SPAC and the Company a duly executed copy of that certain Shareholder and Registration Rights Agreement to be entered into by the Company, the Insiders and certain of the Company’s and SPAC’s stockholders or their respective Affiliates, as applicable, in substantially the form attached as Exhibit A to the Business Combination Agreement.

  • Pursuant to the Shareholder and Registration Rights Agreement, Endurance has the right to nominate two of our five directors (or, if the Board consists of more than five directors, not less than 40% of the total Board seats at any given time) until the later of the date on which: (i) Endurance sells any Common Shares; and (ii) Endurance owns less than 5% of the outstanding Common Shares.

  • Pursuant to the Shareholder and Registration Rights Agreement, for so long as Endurance has the right to nominate two directors to the Board; (i) if the size of the Board is five, a quorum of the Board cannot exist unless at least one director nominated by Endurance is present at a meeting of the Board; and (ii) if the size of the Board is greater than five, a quorum of the Board cannot exist unless at least two directors nominated by Endurance are present at a meeting of the Board.

  • Pursuant to the Shareholder and Registration Rights Agreement, we have granted Endurance preemptive rights to participate, at Endurance’s option, in any offerings of our equity securities.

  • Pursuant to the Shareholder and Registration Rights Agreement, we have granted Endurance registration rights with respect to the Common Shares purchased in the Private Placement and any other Common Shares Endurance may own.

Related to Shareholder and Registration Rights Agreement

  • Exchange and Registration Rights Agreement means the Exchange and Registration Rights Agreement, dated as of December 17, 1997, among Oglethorpe, the Funding Corporation and the Purchasers, as the same may be amended, modified or supplemented from time to time in accordance with the provisions thereof.

  • Registration Rights Agreement means the Registration Rights Agreement, dated the date hereof, among the Company and the Purchasers, in the form of Exhibit B attached hereto.

  • Registration Rights Agreements means that certain Registration Rights Agreement dated as of the Closing Date by and between the Parent and Laurus and each other registration rights agreement by and between the Parent and Laurus, as each of the same may be amended, modified and supplemented from time to time.

  • Existing Registration Rights Agreement shall have the meaning given in the Recitals hereto.

  • Original Registration Rights Agreement has the meaning set forth in the recitals to this Agreement.

  • Amended and Restated Registration Rights Agreement has the meaning set forth in the Recitals.

  • Investor Rights Agreement means the Investor Rights Agreement, dated as of the date of this Agreement, between the Company and each of the Purchasers, in the form of Exhibit A hereto.

  • Registration Agreement means the Exchange and Registration Rights Agreement dated February 18, 2003 between the Company and the Initial Purchasers relating to the Securities and (b) any other similar Exchange and Registration Rights Agreement relating to Additional Securities.

  • Rights Agreement means the Rights Agreement dated as of December 16, 1987 between ML & Co. and Manufacturers Hanover Trust Company, Rights Agent, as amended from time to time.

  • Registration Rights means the rights of the Holders to cause the Company to Register Registrable Securities pursuant to this Agreement.

  • Stockholder Agreement means the Stockholder Agreement, dated as of August 29, 2003, among the Company and its stockholders, as amended and in effect from time to time.

  • Company Rights Agreement shall have the meaning set forth in Section 4.3.

  • Shareholder Agreement has the meaning set forth in the Recitals.

  • Shareholders Agreement has the meaning set forth in the recitals.

  • Pro Rata Rights Agreement means a written agreement between the Company and the Investor (and holders of other Safes, as appropriate) giving the Investor a right to purchase its pro rata share of private placements of securities by the Company occurring after the Equity Financing, subject to customary exceptions. Pro rata for purposes of the Pro Rata Rights Agreement will be calculated based on the ratio of (1) the number of shares of Capital Stock owned by the Investor immediately prior to the issuance of the securities to (2) the total number of shares of outstanding Capital Stock on a fully diluted basis, calculated as of immediately prior to the issuance of the securities.

  • Investors Agreement has the meaning set forth in Section 6.01(e).

  • Underlying Shares Registration Statement means a registration statement meeting the requirements set forth in the Registration Rights Agreement, covering among other things the resale of the Underlying Shares and naming the Holder as a “selling stockholder” thereunder.

  • certificate of registration means registration with the College that allows the Participant to practise medicine in British Columbia, other than the certificate of registration which allowed the Participant to enrol in Postgraduate Medical Education;

  • Stockholders Agreement means the Stockholders Agreement, dated as of the date hereof, by and among the Company and the other parties thereto.

  • Stock Appreciation Rights Agreement means a written agreement between the Company and a Holder with respect to an Award of Stock Appreciation Rights.

  • Founder Shares Purchase Agreement shall have the meaning given in the Recitals hereto.

  • unanimous shareholder agreement means either: (i) a lawful written agreement among all the shareholders of the Corporation, or among all the shareholders and one or more persons who are not shareholders; or (ii) a written declaration of the registered owner of all of the issued shares of the Corporation; in each case, that restricts, in whole or in part, the powers of the directors to manage, or supervise the management of the business and affairs of the Corporation, as from time to time amended.

  • IPO Registration Statement means the Registration Statement on Form S-1 (File No. 333-196099), as amended, filed by the Partnership with the Commission under the Securities Act to register the offering and sale of the Common Units in the Partnership’s initial public offering of such Common Units to the public.

  • Exchange Registration Statement shall have the meaning assigned thereto in Section 2(a) hereof.

  • Conversion Shares Registration Statement means a registration statement that registers the resale of all Conversion Shares of the Holders, who shall be named as “selling stockholders” therein and meets the requirements of the Registration Rights Agreement.

  • Shareholder Agreements has the meaning set forth in the recitals to this Agreement.