Company Shareholders Agreement. Bosch and ADSH herewith irrevocably waive any and all rights under or in connection with the Company Shareholders’ Agreement and/or the Company’s Articles of Association which will be triggered as a consequence of the execution of this Agreement and/or the BCA, including, without limitation, rights of first refusal and pre-emption rights.
Company Shareholders Agreement. Upon the occurrence of the Exercise, the Buyer and the Sellers (collectively, the “Company Shareholders”) shall enter into a shareholders’ agreement (the “Company Shareholders’ Agreement”) consistent with the terms hereof, that addresses, among other things, management of the Company, rights to distributions from the Company, liquidity events with respect to the Company, and provisions regarding the transferability of equity in the Company. Certain terms to be included in the Company Shareholders’ Agreement are set forth in this Option Agreement under the following sections: “Management and Operation of the Company,” “Distributions to Company Shareholders,” and “Transfers of Company Shares.” The Buyer and the Sellers expect the Company Shareholders’ Agreement will incorporate and supersede similar terms of the NAJV Term Sheet.
Company Shareholders Agreement. The Shareholder hereby acknowledges and agrees that to the extent the transactions contemplated by the Business Combination Agreement consummate and the Closing occurs, then the Company Shareholders Agreement (and all agreements ancillary thereto, including any addendums or side letters to such Shareholders Agreement) shall no longer be in effect and will be terminated in accordance with its terms and conditions set forth therein.
Company Shareholders Agreement. The Company Shareholders Agreement shall have been terminated in accordance with its terms; and
Company Shareholders Agreement. On [*] 2021, Xx. Xxxx Miaolin, New Century Tourism, Kaihui Taiheng, OC Hotels, NC Hotels Investment, Ouling Bohui, CTrip Hong Kong, the Offeror and the Company entered into the Company Shareholders’ Agreement in respect of the governance of the Company, which is intended to take full effect on the date that is 4 business days after the date that the H Share Offer becomes unconditional in all respects. A summary of the key terms of the Company Shareholders’ Agreement is set out below:
Company Shareholders Agreement. The Company Shareholders Agreement shall be terminated and be of no further force or effect as of the Effective Time.
Company Shareholders Agreement. (a) Each of the Principal Company Shareholders hereby (i) agrees that, notwithstanding anything to the contrary contained in Section 6.2 of the Company Shareholders Agreement, such Principal Company Shareholder shall not require that (A) the Share Exchange remains valid for a period of 70 days after the delivery of the Offer Notification or (B) any other Principal Company Shareholder not commit to accept the Share Exchange for a period of 60 days after the date hereof and (ii) waives its rights under Article 4 and the first sentence of Section 6.5 of the Company Shareholders Agreement in connection with this Agreement and the Transactions.
Company Shareholders Agreement. Neither the Company nor the Sellers are parties to any shareholders agreement setting forth the rights, obligations, and restrictions regarding the Shares. The Company and Sellers further represent and warrant that that certain Shareholders Agreement, dated as of July 1, 2012, by and among the Company, Svanawar, and Thanx Ventures, Inc., was terminated and is of no force or effect.
Company Shareholders Agreement. 14 SECTION 3.06. LITIGATION........................................................ 14 SECTION 3.07. COMPLIANCE WITH LAWS.............................................. 14 SECTION 3.08. BROKERS........................................................... 15 SECTION 3.09. FULL DISCLOSURE................................................... 15
Company Shareholders Agreement. The Company Shareholder Agreement is valid and binding on such Seller and is in full force and effect against such Seller. Such Seller is not in breach of or default under (nor does there exist any condition which upon the passage of time or the giving of notice would cause such a breach of or default under) the Company Shareholder Agreement.
