Shareholder Support Agreement definition

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

Shareholder Support Agreement means a voting and support agreement pursuant to which each Key Company Shareholder will agree to, among other things, (a) not transfer their Company Securities, (b) support and vote in favor of the Company Arrangement Resolution, and (c) not exercise, and waive, rights in respect of Arrangement Dissent Rights, on the terms and subject to the conditions set forth in the Shareholder Support Agreement;

Shareholder Support Agreement means the undertaking made by Altor with respect to the Consideration Shares set forth in Exhibit D.

Examples of Shareholder Support Agreement in a sentence

• As of the date hereof HoldCo has no authorized capital and 100 outstanding shares of capital stock, all of which have been duly issued, are fully paid and nonassessable and are owned directly by the Founding Controlling Parent Shareholders free and clear of any Liens (other than Liens under applicable securities laws or the Parent Shareholder Support Agreement).

• Pursuant to the Holding GmbH Shareholder Support Agreement (as defined below) each of the Holding GmbH Shareholders covenants and agrees that they will not, and will not agree to transfer, assign, pledge or sell any of their Consideration Shares during the period commencing on the date of this Agreement and ending three hundred and sixty (360) days after Closing (as defined below) (the “Holding GmbH Shareholders’ Lock- Up”).

• Pursuant to the Höllenhunde Shareholder Support Agreement, the Höllenhunde Shareholders agreed, among others, (i) to take all necessary actions that may be reasonably requested in order to consummate the Business Combination, (ii) to the Höllenhunde Shareholders’ Lock-Up and (iii) to a non-competition and non-solicitation covenant, in each case, subject to customary exceptions, for a period of three years starting as of the Closing.

• This Agreement and the Shareholder Support Agreement referred to in paragraph 1.1 of the First Schedule constitutes the entire agreement between the Parties with respect to the provision by the Crown of capital to Air NZ and there are no oral or written understandings, representations or commitments of any kind, express or implied, not expressly set forth herein.

• By: Name: Title: [Signature Page to Shareholder Support Agreement] E xhibit B Form of Pubco Amended and Restated Certificate of Incorporation AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF XXXXXXX.XXX, INC.

More Definitions of Shareholder Support Agreement

Shareholder Support Agreement shall have the meaning as set forth in the preamble of the Agreement.

Shareholder Support Agreement means the agreement entered into by a majority of the Shareholders, substantially in the form attached hereto as Exhibit B, providing that, among other things, such Shareholders will vote their Company Shares in favor of the Requisite Company Vote on the terms and subject to the conditions set forth in the such agreement.

Shareholder Support Agreement as defined in subsection 8.1(f).

Shareholder Support Agreement means an agreement to be entered into prior to the Closing between the Company and the Converting Shareholders affirming certain agreements between the Company and the Converting Shareholders in anticipation of consummating the transactions provided for in this Agreement.

Shareholder Support Agreement means that certain Shareholder Support Agreement dated as of March 17, 2020, by and among X. Xxxxxxx Xxxxxxx, Xxxx X. Xxxxxxx and the Company, as amended from time to time.

Shareholder Support Agreement means that certain Shareholder Support Agreement, dated as of November 9, 2021, by and among the Company, Dooboo and the other parties thereto.

Shareholder Support Agreement means that certain Shareholder Support Agreement, dated as of the date hereof, by and among each of the Key Company Shareholders, the SPAC and the Company, as amended or modified from time to time.