Examples of Terminating Shareholder in a sentence
If the Terminating Shareholder elects to have such Fair Market Value determined, the Non-Terminating Shareholder will render such cooperation as may be necessary for determination of the Fair Market Value and will bear all costs and expenses associated with the determination of such Fair Market Value.
The Terminating Shareholder shall have ongoing exclusive use of the Localized version of the AJ Assets and KK Assets.
The Parties agree that the [**] discount and [**] premium referred to above is commercially justifiable and constitutes a genuine pre-estimate of any losses suffered by the Terminating Shareholder.
The KK shall assign ownership of the KK Assets to the Terminating Shareholder.
Notwithstanding the foregoing, in the event of dissolution of the KK by reason of material breach of the JV Agreement, the KK shall assign this Agreement to the Terminating Shareholder (as defined in the JV Agreement) and all licenses granted hereunder shall continue in full force and effect as set forth in this Agreement.
The Company shall have the right, without the consent or approval of the Terminating Shareholder, to assign its Call Right with respect to any Call Shares to Metretek or any of its Affiliates, in which case the assignee shall have all of the rights and duties of the Company under this Agreement with respect to the Call Shares.
The KK shall assign its undivided one-half interest in and to the Derived KK Content to the Terminating Shareholder, subject to all restrictions set forth in Section 2(f) of this Agreement, which shall continue in frill force and effect.
Provided Section 341 of the Code (relating to collapsible corporations) is not applicable and the Bank common stock is a capital asset in the hand of the Terminating Shareholder, the gain or loss will be a capital gain or loss subject to the provisions and limitations of Subchapter P of Chapter 1 of the Internal Revenue Code.
In the event the Terminating Shareholder does not exercise the Put Option and the Remaining Shareholders and/or the Corporation does not exercise the Call Option, the Terminating Shareholder shall hold his Shares not so purchased subject to the terms, conditions and provisions of this Agreement.
In the event that neither Xxxxx, the other Voting Shareholders nor the Corporation exercise their respective options to purchase the Shares of a Terminating Shareholder whose employment is terminated for Cause, the Terminating Shareholder, or his heirs, representatives, successors and assigns, shall hold such Shares not so purchased subject to the terms, conditions and provisions of this Agreement.