Common use of Additional Shareholders Clause in Contracts

Additional Shareholders. (a) Each Person who receives Shares as a result of a direct Transfer in accordance with, and as permitted by, the terms of this Agreement and who is not already a Shareholder, shall have executed and delivered to the Company, as a condition precedent to such person’s acquisition of the relevant Shares, a joinder in the form reasonably acceptable to the Board (a “Joinder”). Upon execution of such ▇▇▇▇▇▇▇, (i) such Person agrees to be bound by all the terms and conditions of this Agreement and shall be entitled to all rights of a Shareholder hereunder; (ii) in the case of a Transfer to a Permitted Transferee, such Permitted Transferee shall be subject to all of the obligations of the transferring Shareholder under this Agreement with respect to such Shares; and (iii) in the case of a Transfer to a Permitted Transferee, the transferring Shareholder shall have the right, but not the obligation, to assign (and may do so without the consent of any other Shareholder, the Company or any other Person) such Permitted Transferee all of its rights under this Agreement, as of the date of such Transfer. The Company shall be obliged to execute and deliver to such Person who has signed a Joinder a countersigned copy thereof, if the Transfer to such person is specifically required or permitted by this Agreement, and such person shall be entitled to all rights of a Shareholder hereunder. (b) Each Person who is issued new Shares in accordance with, and as permitted by, the terms of this Agreement who is not already a Shareholder shall have executed and delivered to the Company, as a condition precedent to such person’s acquisition of the relevant Shares, a Joinder, pursuant to which such subscriber confirms that, with respect to the Shares it subscribes to or it receives, as applicable, it shall be deemed a Shareholder, and agrees to be bound by all the terms and conditions of this Agreement, in which case, the Company shall be obliged to execute and deliver to such Person who has signed a ▇▇▇▇▇▇▇ a countersigned copy thereof, and such person shall be entitled to all rights of a Shareholder hereunder. (c) In the event of a Transfer of any Shares by a Shareholder in accordance with this Article 9 to any Person (other than a Permitted Transferee), such Shareholder shall not be permitted to assign the specific rights granted to it hereunder (and not to all Shareholders) without the prior written consent of the Board (not to be unreasonably withheld, conditioned or delayed). (d) Upon a direct Transfer of Company Securities as permitted in accordance with this Agreement, the transferring Shareholder shall notify the Company so that such Transfer may be registered in the Company’s books and records.

Additional Shareholders. The provisions of Section 5.2 notwithstanding, any person approved by a majority of the Company’s Board of Directors to become a party to this Agreement (awhich approval shall be indicated by the Company’s countersignature of an Instrument of Adherence (as defined below) Each Person who receives Shares as executed by such person, whereupon such Instrument of Adherence shall become a result of a direct Transfer in accordance with, and as permitted by, the terms part of this Agreement and who Agreement), (i) that is not already a Shareholder, shall have executed and delivered party to the Company, this Agreement as a condition precedent “Shareholder,” (ii) that owns, purchases or acquires shares of Common Stock or the right to such person’s acquisition purchase shares of the relevant SharesCommon Stock, a joinder and (iii) that executes an Instrument of Adherence in the form reasonably acceptable to the Board of Exhibit D attached hereto (an “Instrument of Adherence”), (A) shall become a “Joinder”). Upon execution Shareholder” party to this Agreement, shall become entitled to all of such ▇▇▇▇▇▇▇the benefits that inure or apply to “Shareholders” under this Agreement, (i) such Person agrees to be shall become bound by all of the terms terms, provisions, restrictions and conditions of limitations that apply to “Shareholders” under this Agreement and shall be entitled to treated as a “Shareholder” for all rights purposes of a Shareholder hereunder; this Agreement and (iiB) in the case event such Person owns, purchase or acquires shares of Special Junior Preferred Stock or the right to purchase shares of Special Junior Preferred Stock, shall become a Transfer “New Shareholder” party to a Permitted Transfereethis Agreement, such Permitted Transferee shall be subject become entitled to all of the obligations of the transferring Shareholder under this Agreement with respect benefits that inure or apply to such Shares; and (iii) in the case of a Transfer to a Permitted Transferee, the transferring Shareholder shall have the right, but not the obligation, to assign (and may do so without the consent of any other Shareholder, the Company or any other Person) such Permitted Transferee all of its rights “New Shareholders” under this Agreement, as of the date of such Transfer. The Company shall be obliged to execute and deliver to such Person who has signed a Joinder a countersigned copy thereof, if the Transfer to such person is specifically required or permitted by this Agreement, and such person shall be entitled to all rights of a Shareholder hereunder. (b) Each Person who is issued new Shares in accordance with, and as permitted by, the terms of this Agreement who is not already a Shareholder shall have executed and delivered to the Company, as a condition precedent to such person’s acquisition of the relevant Shares, a Joinder, pursuant to which such subscriber confirms that, with respect to the Shares it subscribes to or it receives, as applicable, it shall be deemed a Shareholder, and agrees to be become bound by all of the terms terms, provisions, restrictions and conditions limitations that apply to “New Shareholders” under this Agreement and shall be treated as a “New Shareholder” for all purposes of this Agreement, in which case, the Company shall be obliged to execute . It is hereby understood and deliver to agreed that such Person who has signed person may become a ▇▇▇▇▇▇▇ a countersigned copy thereof“Shareholder” party, and such person shall be entitled a “New Shareholder” party, if applicable, to all rights of a Shareholder hereunder. (c) In this Agreement without having to obtain the event of a Transfer signature, consent, approval or permission of any Shares by a Shareholder in accordance with this Article 9 to any Person (of the parties hereto other than a Permitted Transferee), such Shareholder shall not be permitted to assign the specific rights granted to it hereunder (and not to all Shareholders) without the prior written consent of the Board (not to be unreasonably withheld, conditioned or delayed). (d) Upon a direct Transfer of Company Securities as permitted in accordance with this Agreement, the transferring Shareholder shall notify the Company so that such Transfer may be registered in the Company’s books and records.

Additional Shareholders. (a) Each Person who receives Shares as a result of a direct Transfer in accordance with, and as permitted by, the terms of this Agreement and who is not already a Shareholder, shall have executed and delivered to the Company, as a condition precedent to such person’s acquisition of the relevant Shares, a joinder in the form reasonably acceptable to the Board (a “Joinder”). Upon execution of such ▇J▇▇▇▇▇▇, (i) such Person agrees to be bound by all the terms and conditions of this Agreement and shall be entitled to all rights of a Shareholder hereunder; (ii) in the case of a Transfer to a Permitted Transferee, such Permitted Transferee shall be subject to all of the obligations of the transferring Shareholder under this Agreement with respect to such Shares; and (iii) in the case of a Transfer to a Permitted Transferee, the transferring Shareholder shall have the right, but not the obligation, to assign (and may do so without the consent of any other Shareholder, the Company or any other Person) such Permitted Transferee all of its rights under this Agreement, as of the date of such Transfer. The Company shall be obliged to execute and deliver to such Person who has signed a Joinder a countersigned copy thereof, if the Transfer to such person is specifically required or permitted by this Agreement, and such person shall be entitled to all rights of a Shareholder hereunder. (b) Each Person who is issued new Shares in accordance with, and as permitted by, the terms of this Agreement who is not already a Shareholder shall have executed and delivered to the Company, as a condition precedent to such person’s acquisition of the relevant Shares, a Joinder, pursuant to which such subscriber confirms that, with respect to the Shares it subscribes to or it receives, as applicable, it shall be deemed a Shareholder, and agrees to be bound by all the terms and conditions of this Agreement, in which case, the Company shall be obliged to execute and deliver to such Person who has signed a ▇J▇▇▇▇▇▇ a countersigned copy thereof, and such person shall be entitled to all rights of a Shareholder hereunder. (c) In the event of a Transfer of any Shares by a Shareholder in accordance with this Article 9 to any Person (other than a Permitted Transferee), such Shareholder shall not be permitted to assign the specific rights granted to it hereunder (and not to all Shareholders) without the prior written consent of the Board (not to be unreasonably withheld, conditioned or delayed). (d) Upon a direct Transfer of Company Securities as permitted in accordance with this Agreement, the transferring Shareholder shall notify the Company so that such Transfer may be registered in the Company’s books and records.