Vitel Shares definition
Examples of Vitel Shares in a sentence
For the purposes of clarity and the avoidance of doubt the parties hereto acknowledge and agree that, following the consummation of the transactions contemplated by this Agreement, OBMP shall not be required to seek the consent of MCO or CAV for the use of any of Vitel’s Confidential Information which shall become and be the Confidential Information of OBMP as the beneficial owner of the Vitel Shares.
M▇▇▇▇▇ ▇▇▇▇▇ Odabachian and C▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Volnie hereby agree to contribute, assign, and transfer to the Trustee, ownership of, and title over, the Vitel Shares, within the following 5 (five) Business Days as of the date hereof.
MCO and CAV shall each contribute, assign and transfer to the Company ownership of, and title over, one Vitel Share and MCO and CAV shall contribute, assign and transfer to the Trustee ownership of, and title over, the remaining Vitel Shares for the benefit of the Company pursuant to the terms and conditions of the Related Agreements.
The property rights resulting from the Vitel Shares contributed to the Trust Property shall be exercised by the Trustee exclusively for the benefit, and in terms of, the written instructions it receives from Beneficiary B.
The corporate rights resulting from the Vitel Shares shall be exercised by the Trustee pursuant to the written instructions it receives from Beneficiary B.
The corporate rights resulting from the Vitel Shares contributed to the Trust will be exercised by the Trustee pursuant to the written instructions it receives from the Company.
The foregoing, notwithstanding that Beneficiary B may give written instructions to the Trustee, of the terms pursuant to which the latter may grant a special power of attorney for acts of ownership, in favor of the attorney in fact appointed by Beneficiary B, to perform the Transfer of all or part of the Vitel Shares that form part of the Trust Property.
Subject to the provisions of this Agreement and the Shareholders’ Agreement, Beneficiary B may give written instructions to the Trustee of the terms pursuant to which the latter may perform the Transfer of all, or part, of the Vitel Shares (including but not limited to a Transfer in connection with the termination of the Shareholders’ Agreement upon the consummation of a Liquidation Event – as such term is defined in the Shareholders’ Agreement).
The Trustee, as provided in the Trust Agreement, accepted and acquired from each party, all the right, title and interest in the Vitel Shares and the OBMP Shares as of this date from each party.
As per the terms of the Trust Agreement, the Trustee has acknowledged the receipt of such assets, and as of the date hereof the Vitel Shares and the OBMP Shares shall form part of the Trust Property, solely in furtherance of the Trust Purposes (as such terms are defined in the Trust Agreement).