Examples of Subject Company Securities in a sentence
The Company hereby acknowledges the restrictions on a Transfer of Subject Company Securities contained in this Section 2.5 and agrees not to register the Transfer of any certificate or uncertificated interest representing any Subject Company Securities unless such Transfer is made in compliance with this Agreement, and any transfer not made in compliance with this Section 2.5 shall be null and void and without effect ab initio.
Any additional shares of Subject Company Securities with respect to which the Holder acquires record or beneficial ownership after the date hereof, in any manner shall automatically become subject to the terms of this Agreement as though owned by such Holder as of the date hereof.
All rights, ownership and economic benefits of and relating to the Subject Company Securities shall remain vested in and belong to the Shareholders, and Cascadia shall have no authority to manage, direct, superintend, restrict, regulate, govern or administer any of the policies or operations of Company or exercise any power or authority to direct the Shareholders in the voting of any of the Subject Company Securities, except as otherwise provided herein with respect to the Subject Company Securities.
Without limiting any of the restrictions set forth in Section 2 or Section 7.1 or elsewhere in this Agreement, this Agreement shall be binding upon any Person to whom any Subject Company Securities or Subject Parent Securities are transferred.
Nothing contained in this Agreement will be deemed to vest in Cascadia any direct or indirect ownership or incidents of ownership of or with respect to the Subject Company Securities.
There are no agreements or commitments with respect to the disposition of any of the Subject Company Securities or any proxy, voting trust or other agreement relating to the voting of the Seller Securities.
Each Shareholder’s spouse (if applicable) hereby represents, warrants and covenants to MAAC and the Company that such spouse shall not assert or enforce, and does hereby waive, any rights granted under any community property statue with respect to the Subject Company Securities that would adversely affect (x) the covenants made by the applicable Shareholder pursuant to this Agreement or (y) the transactions contemplated by the Business Combination Agreement and the Ancillary Documents.
During the period from the date of this Agreement through the Voting Covenant Expiration Date, Stockholder shall ensure that: (a) none of the Subject Company Securities is deposited into a voting trust; and (b) no proxy is granted, and no voting agreement or similar agreement is entered into, with respect to any of the Subject Company Securities.
Subject to Section 2.3, during the period from the date of this Agreement through the Voting Covenant Expiration Date, Stockholder shall not, directly or indirectly, cause or permit any Transfer of any of the Subject Company Securities to be effected.
The Holder hereby agrees that in the event of any stock split, stock combination (including by way of reverse stock split), stock dividend, reclassification, exchange of shares or other similar transaction affecting the Subject Company Securities, the terms of this Agreement shall apply to the resulting securities.