Shareholder Default Clause Samples

Shareholder Default. (a) In the event that any Shareholder breaches materially this Agreement and, such breach is not cured within sixty (60) days after written notice thereof, then the remaining Shareholders shall be entitled to such remedies as are available to them at law and under this Agreement. (b) In the event any Shareholder shall file a voluntary bankruptcy petition, such Shareholder shall give notice to the other Shareholders prior to filing such petition, and as soon as reasonably practical after making the decision to file such petition. (c) Without limiting in any way the rights or obligations under this Agreement, the Shareholders shall use commercially reasonable efforts to promote the business of the Company. (d) Notwithstanding anything in this Agreement to the contrary, the Company, and not the Current Shareholder nor the Current Beneficial Shareholders, shall be responsible for any monetary damages resulting from the breach of this Agreement by the Current Shareholder or the Current Beneficial Shareholders. Nothing in this Section 10 shall be interpreted to limit the remedies or obligations of any Shareholder pursuant to Section 16(d) hereof. Further, the Company and not the Current Shareholder nor the Current Beneficial Shareholders, shall be responsible for any equitable relief resulting from the breach of this Agreement by the Current Shareholder or the Current Beneficial Shareholders, except to the extent that failing to obtain equitable relief from the Current Shareholder or any Current Beneficial Shareholder would deny the Investor the benefit of the bargain contemplated hereby. For example, specific performance of the ROFR or the voting obligations contemplated hereby against the Current Shareholder or any Current Beneficial Shareholder would be permitted. (e) In the event that Investor seeks monetary damages after the Closing and such damages are found to be the responsibility of the Company, the Current Shareholder or any Current Beneficial Shareholder, then the Company shall pay to the Investor an amount equal to two times (2x) the damages sustained by the Investor, which amount shall be paid in the priority provided to Claims pursuant to Section 4(g) hereof. As the first example, where damages of one million dollars ($1,000,000) are incurred by Investor due to breach of this Agreement by other Shareholder(s) or the Company, the amount payable to the Investor by the Company pursuant to this Section 10(e) shall be two million dollars ($2,000,000). A...