Common use of Corporate Governance Clause in Contracts

Corporate Governance. Throughout the Term of this Management -------------------- Services Agreement, Practice shall maintain and enforce written Buy-Sell Agreements with Physician-Shareholders specified in Exhibit 5.1A, and shall ------------ cause all new shareholders of Practice to execute such agreements prior to becoming a shareholder in Practice. As a condition precedent to the execution of this Management Services Agreement, the Physician-Shareholders have amended their existing Buy-Sell Agreement, or executed a new Buy-Sell Agreement, which addresses the concepts set forth on Exhibit 5.1B to the satisfaction of Business ------------ Manager and its counsel. Practice will also maintain its articles of incorporation and by-laws in accordance with applicable law, including, without limitation, any laws governing the transferability of shares from disqualified shareholders to qualified shareholders. Throughout the Term of this Management Services Agreement, Practice shall not, without the prior written consent of Business Manager, amend such documents or waive any rights thereunder in any manner.

Appears in 2 contracts

Samples: Management Services Agreement (Novamed Eyecare Inc), Management Services Agreement (Novamed Eyecare Inc)

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Corporate Governance. Throughout the Term of this Management -------------------- Services Agreement, Practice shall maintain and enforce written Buy-Sell Agreements with Physician-Shareholders specified in Exhibit 5.1A, and shall ------------ cause all new shareholders of Practice to execute such agreements prior to becoming a shareholder in Practice. As a condition precedent to the execution of this Management Services Agreement, the Physician-Shareholders have amended their existing Buy-Sell Agreement, or executed a new Buy-Sell Agreement, which addresses the concepts set forth on Exhibit 5.1B to the satisfaction of Business ------------ Manager and its counsel. Practice will also maintain its articles of incorporation and by-laws bylaws in accordance with applicable law, including, without limitation, any laws governing the transferability of shares from disqualified shareholders to qualified shareholders. Throughout the Term of this Management Services Agreement, Practice shall not, without the prior written consent of Business Manager, amend such documents or waive any rights thereunder in any manner.

Appears in 2 contracts

Samples: Management Services Agreement (Novamed Eyecare Inc), Management Services Agreement (Novamed Eyecare Inc)

Corporate Governance. Throughout the Term of this Management -------------------- Services Agreement, Practice shall maintain and enforce written Buy-Sell Agreements with Physician-Shareholders specified in Exhibit 5.1A, and shall ------------ cause all new shareholders of Practice to execute such agreements prior to becoming a shareholder in Practice. As a condition precedent to Within ninety (90) days following the execution of this Management Services AgreementOriginal Date, the Physician-Shareholders have amended their existing Buy-Sell Agreement, or executed Shareholder shall execute a new Buy-Sell Agreement, Agreement which addresses the concepts set forth on Exhibit 5.1B to the ------------ satisfaction of Business ------------ Manager Manager, Practice and its each of their respective counsel. Practice will also maintain its articles of incorporation and by-by- laws in accordance with applicable law, including, without limitation, any laws governing the transferability of shares from disqualified shareholders to qualified shareholders. Throughout the Term of this Management Services Agreement, Practice shall not, without the prior written consent of Business Manager, amend such documents or waive any rights thereunder in any manner.

Appears in 2 contracts

Samples: Management Services Agreement (Novamed Eyecare Inc), Management Services Agreement (Novamed Eyecare Inc)

Corporate Governance. Throughout the Term of this Management -------------------- Services Agreement, Practice shall maintain and enforce written Buy-Sell Agreements with Physician-Shareholders specified in Exhibit 5.1A, and shall ------------ cause all new shareholders of Practice to execute such agreements prior to becoming a shareholder in Practice. As a condition precedent to the execution of this Management Services Agreement, the Physician-Shareholders have amended their existing Buy-Sell Agreement, or executed a new Buy-Sell Agreement, which addresses the concepts set forth on Exhibit 5.1B to the reasonable satisfaction ------------ of Business ------------ Manager and its counsel. Practice will also maintain its articles of incorporation and by-laws in accordance with applicable law, including, without limitation, any laws governing the transferability of shares from disqualified shareholders to qualified shareholders. Throughout the Term of this Management Services Agreement, Practice shall not, without the prior written consent of Business ManagerManager Consent, amend such documents or waive any rights thereunder in any manner.

Appears in 2 contracts

Samples: Management Services Agreement (Novamed Eyecare Inc), Management Services Agreement (Novamed Eyecare Inc)

Corporate Governance. Throughout the Term of this Management -------------------- Services Agreement, Practice shall maintain and enforce written Buybuy-Sell Agreements sell agreements with the Physician-Shareholders specified in Exhibit 5.1A, and shall ------------ cause all new shareholders of Practice to execute such agreements prior to becoming a shareholder in of Practice. As a condition precedent to the execution of this Management Services Agreement, the Physician-Shareholders have amended their existing Buybuy-Sell Agreementsell agreement, or executed a new Buybuy-Sell Agreementsell agreement, which addresses the concepts set forth on Exhibit 5.1B to the satisfaction of Business ------------ Manager and its counsel. Practice will also maintain its articles of incorporation and by-laws bylaws in accordance with applicable law, including, without limitation, any laws governing the transferability of shares from disqualified shareholders owners to qualified shareholdersowners. Throughout the Term of this Management Services Agreement, Practice shall not, without the prior written consent of Business Manager, amend such documents or waive any rights thereunder with respect to such transferability in any manner.

Appears in 1 contract

Samples: Management Services Agreement (Novamed Eyecare Inc)

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Corporate Governance. Throughout the Term of this Management -------------------- Services Agreement, Practice shall maintain and enforce written Buy-Sell Agreements with Physician-Shareholders specified in Exhibit 5.1A, and shall ------------ cause all new shareholders of Practice to execute such agreements prior to becoming a shareholder in Practice. As a condition precedent to the execution of this Management Services Agreement, the Physician-Shareholders have amended their existing Buy-Sell Agreement, or executed a new Buy-Sell Agreement, which addresses the concepts set forth on Exhibit 5.1B to the satisfaction of Business ------------ Manager and its counsel. Practice will also maintain its articles of incorporation and by-laws bylaws in accordance with applicable law, including, without limitation, any laws governing the transferability of shares from disqualified shareholders to qualified shareholders. Throughout the Term of this Management Services Agreement, Practice shall not, without the prior written consent of Business Manager, amend such documents or waive any rights thereunder in any manner.

Appears in 1 contract

Samples: Management Services Agreement (Novamed Eyecare Inc)

Corporate Governance. Throughout the Term of this Management -------------------- Services Agreement, Practice shall maintain and enforce written Buy-Sell Agreements with Physician-Shareholders specified in Exhibit 5.1A, and shall ------------ cause all new shareholders of Practice to execute such agreements prior to becoming a shareholder in Practice. As a condition precedent to the execution of this Management Services Agreement, the Physician-Shareholders have amended their existing Buy-Sell Agreement, or executed a new Buy-Sell Agreement, which addresses the concepts set forth on Exhibit 5.1B to the reasonable satisfaction of Business ------------ Manager and its counsel. Practice will also maintain its articles of incorporation and by-laws in accordance with applicable law, including, without limitation, any laws governing the transferability of shares from disqualified shareholders to qualified shareholders. Throughout the Term of this Management Services Agreement, Practice shall not, without the prior written consent of Business ManagerManager Consent, amend such documents or waive any rights thereunder in any manner.

Appears in 1 contract

Samples: Management Services Agreement (Novamed Eyecare Inc)

Corporate Governance. Throughout the Term of this Management -------------------- Services Agreement, Practice shall maintain and enforce written Buy-Sell Agreements with Physician-Shareholders specified in Exhibit 5.1A, and shall ------------ cause all new shareholders of Practice to execute such agreements prior to becoming a shareholder in Practice. As a condition precedent to the execution of this Management Services Agreement, the Physician-Shareholders have amended their existing Buy-Sell Agreement, or executed a new Buy-Sell Agreement, which addresses the concepts set forth on Exhibit 5.1B to the satisfaction of Business ------------ Manager and its counsel. Practice will also maintain its articles of incorporation and by-laws in accordance with applicable law, including, without limitation, any laws governing the transferability of shares from disqualified shareholders to qualified shareholders. Throughout the Term of this Management Services Agreement, Practice shall not, without the prior written consent of Business Manager, amend such documents or waive any rights thereunder in any manner.

Appears in 1 contract

Samples: Management Services Agreement (Novamed Eyecare Inc)

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