CheckFree Rights Agreement Sample Clauses

CheckFree Rights Agreement. CheckFree and the Board of Directors of CheckFree have taken all necessary action so that none of the execution of this Agreement and the consummation of the transactions contemplated hereby will (i) cause any CheckFree Rights issued pursuant to the CheckFree Rights Agreement to become exercisable, (ii) cause any of the Parents or any of their Affiliates (as defined in the CheckFree Rights Agreement) to be a 15% Stockholder (as defined in the CheckFree Rights Agreement) or give rise to a Distribution Date, Section 11(a)(ii) Event or a Section 13(a) Event (as each such term is defined in the CheckFree Rights Agreement).
Sample 1
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CheckFree Rights Agreement. CheckFree agrees that the CheckFree Rights Agreement shall remain in effect, and shall not be amended or revised, through the Effective Time except as may be required in connection with the Board of Directors' determination regarding a Material Transaction Proposal pursuant to Section 8.3. If CheckFree waives the application of the CheckFree Rights Agreement as to any party other than (i) after the Required CheckFree Vote in connection with a Material Transaction Proposal or (ii) prior to the CheckFree stockholder vote in connection with a Material Transaction Proposal with a party that agrees with Parents to approve this Agreement as a stockholder of CheckFree, it shall afford the same treatment to Parents.
Sample 1

Related to CheckFree Rights Agreement

  • Investor Rights Agreement The Investor Rights Agreement substantially in the form attached hereto as Exhibit B shall have been executed and delivered by the parties thereto.

  • Registration Rights Agreement and Escrow Agreement The parties have entered into the Registration Rights Agreement and the Escrow Agreement, each dated the date hereof.

  • Rights Agreement The Company has entered into a rights agreement with respect to the Rights included the Units and the Placement Units with CST substantially in the form filed as an exhibit to the Registration Statement (“Rights Agreement”).

  • Registration Rights Agreement The Company and the Initial Shareholders have entered into a registration rights agreement (the “Registration Rights Agreement”) substantially in the form annexed as an exhibit to the Registration Statement, whereby the parties will be entitled to certain registration rights with respect to their securities, as set forth in such Registration Rights Agreement and described more fully in the Registration Statement.

  • Amendment of Rights Agreement The Rights Agreement is hereby amended as follows:

  • Registration Agreement The Company and Purchaser shall have entered into a registration agreement in form and substance as set forth in Exhibit C (the “Registration Agreement”), and the Registration Agreement shall be in full force and effect as of the Initial Closing.

  • Registration Rights Agreements There are no contracts, agreements or understandings between the Company and any person granting such person any rights to have any securities of the Company or any of its subsidiaries registered under the Securities Act for resale by such person, except pursuant to the Registration Rights Agreements, dated July 1, 2009, by and among the Company, Invesco Advisers, Inc., a Delaware corporation (the “Manager”) and Invesco Investments (Bermuda) Ltd., a Bermuda company (“Invesco Bermuda”), which agreement does not grant any person any such registration rights until one year after the date of such agreement.

  • Warrant Agreement and Registration Rights Agreement The Company shall have entered into the Warrant Agreement and the Registration Rights Agreement, each on terms satisfactory to the Purchaser.

  • Rights Agreements The Company has not adopted any stockholder rights plan or similar arrangement relating to accumulations of beneficial ownership of Common Stock or a change in control of the Company.

  • Warrant Agreement and Registration and Stockholder Rights Agreement The Company shall have entered into the Warrant Agreement, in the form of Exhibit A hereto, and the Registration and Stockholder Rights Agreement, in the form of Exhibit B hereto, in each case on terms satisfactory to the Purchaser.

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