Shareholders Consent. No consent or approval of the shareholders of Acquiror is required or necessary for Acquiror to enter into this Agreement or the Transaction Documents or to consummate the transactions contemplated hereby and thereby.
Shareholders Consent. Each of the Shareholders agree to the Exchange of their Equity Interest for the Company Shares.
Shareholders Consent. Where this Agreement provides that any particular transaction or matter requires the consent, approval or agreement of any Shareholder, such consent, approval or agreement may be given subject to such reasonable terms and conditions as that Shareholder may impose and any breach of such terms and conditions by any person subject to them shall be deemed to be a breach of the terms of this Agreement.
Shareholders Consent. Seller Parties shall have received an executed shareholder’s resolution (under the condition precedent of the Purchaser becoming the sole shareholders of the Acquired Company): (A) appointing a new statutory director to the board of the Acquiring Company, (B) accepting the resignations of the statutory director delivered pursuant to clause 7.1(i) above and (C) granting discharge to the resigning statutory director for his/its management to the extent such management appears from the annual accounts or has been otherwise brought to the attention of the general meeting of shareholders.
Shareholders Consent. The Parties acknowledge the Parent has, in accordance with the applicable provisions of South Carolina law obtained the unanimous written consent of its shareholders to approve the transactions contemplated by this Agreement. Parent shall also, as soon as practicable following the execution hereof and subject to the requirements of Delaware law, as a shareholder of Subsidiary, execute a written consent approving the transactions contemplated by this Agreement. Subsidiary shall promptly thereafter send a written notice of such action to all other shareholders of Subsidiary in accordance with Delaware law.
Shareholders Consent. No consent or approval of the shareholders of Parent is required or necessary for Parent to enter into this Agreement or to consummate the transactions contemplated hereby.
Shareholders Consent. TAC and MIDNET shall promptly submit this Agreement and the transactions contemplated hereby for the approval of their respective stockholders by written consent and, subject to the fiduciary duties of the Boards of Directors of TAC and MIDNET under applicable law, shall use their best efforts to obtain stockholder approval and adoption of this Agreement and the transactions contemplated hereby.
Shareholders Consent. To the fullest extent permitted by law, each Shareholder hereby consents to the exercise by the Board of Trustees and the Investment Manager of the powers conferred on them by this Agreement.
Shareholders Consent. The Shareholders Consent was executed by the stockholders of the Company set forth on the attached "Shareholders Consent Schedule", each of whom owns the number of shares of Common Stock indicated next to such person's name on the Shareholders Consent Schedule (the "Consenting Stockholders"). The Consenting Stockholders collectively own a majority of the outstanding Common Stock. The disclosure provided to the Consenting Stockholders in connection with the solicitation of the Shareholders Consent did not contain a material misstatement of fact or an omission of a material fact necessary to make the statements made, in light of the circumstances in which they were made, not misleading.
Shareholders Consent. 14 9.5 Exculpation........................................................................................14 9.6 Indemnification; No Duty of Investigation; Reliance on Experts.....................................15 9.7
