Waiver and Termination of Existing Shareholders Agreement Sample Clauses

Waiver and Termination of Existing Shareholders Agreement. Each Seller waives any right he or it may have under the existing memorandum and articles of association of the Company and any shareholders agreement dated (the “Existing Shareholders Agreement”) with respect to the transactions contemplated by this Agreement. Each Seller agrees that simultaneous with the Closing the Existing Shareholders Agreement shall terminate and be of no further force and effect.
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Waiver and Termination of Existing Shareholders Agreement. To the extent necessary to effectuate the transactions contemplated by this Agreement and the Merger Agreement, each relevant party hereto hereby waives any rights that it may have under the Shareholders' Agreement dated as of October 15, 1996 among the Company, the Xxxxxxx Holders, and the other persons set forth on the signature pages thereto (the "Existing Shareholders' Agreement") arising out of or in connection with such transactions including without limitation all rights of first offer and tag-along rights. Furthermore, each relevant party hereto agrees that effective upon the Closing of the Merger, the Existing Shareholders' Agreement shall terminate and be of no further force and effect, and no party thereto shall have any further rights thereunder.
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Waiver and Termination of Existing Shareholders Agreement. NO TRANSFER
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Related to Waiver and Termination of Existing Shareholders Agreement

  • Termination of Existing Agreement The Existing Agreement is hereby terminated and replaced and superseded by this Agreement, effective August 1, 2001. All payments, of Base Salary or otherwise, made by the Company under the Existing Agreement with respect to any period commencing on or after August 1, 2001 shall be credited against the corresponding payment obligations of the Company under this Agreement.

  • Termination of Existing Agreements Any previous employment agreement between Executive on the one hand and Employer or any of Employer’s Affiliates (as hereinafter defined) on the other hand is hereby terminated.

  • Shareholders Agreement For so long as the ratio of the number of the Equity Securities owned by the Star Group on a fully diluted basis divided by the number of the Equity Securities owned by the Investor Group on a fully diluted basis is at least 0.6, the Guarantor may not take any of the actions set forth in schedule II of the Shareholders’ Agreement without the prior written approval of Star. For the purpose of this clause “on a fully diluted basis” means taking into account any shares issued or issuable under warrants, options and convertible instruments (or other equity equivalents).

  • Stockholders Agreement The Company shall have executed and delivered the Stockholders Agreement.

  • Termination of Existing Tax Sharing Agreements Any and all existing Tax sharing agreements (whether written or not) binding upon the Company shall be terminated as of the Closing Date. After such date neither the Company nor any of its Representatives shall have any further rights or liabilities thereunder.

  • Termination of Merger Agreement Notwithstanding anything to the contrary contained herein, in the event that the Merger Agreement is terminated in accordance with its terms prior to the Closing, this Agreement and all rights and obligations of the parties hereunder shall automatically terminate and be of no further force or effect.

  • Shareholders Agreements Any agreement by and between the Shareholder and any Affiliate of the Company;

  • Termination of Management Agreement Evidence of the termination of any and all management agreements affecting the Property, effective as of the Closing Date, and duly executed by Seller and the property manager.

  • Ratification of Existing Agreements All existing Dual Enrollment agreements between the Trustees and the Private School are hereby modified to conform to the terms of this agreement and the appendices of this document.

  • Amendment of Existing Warrant Agreement The Company and the Warrant Agent hereby amend the Existing Warrant Agreement as provided in this Section 2, effective as of the Merger Effective Time, and acknowledge and agree that the amendments to the Existing Warrant Agreement set forth in this Section 2 are necessary or desirable and that such amendments do not adversely affect the interests of the registered holders:

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