DSSI definition
Examples of DSSI in a sentence
As promptly as reasonably practicable, each Securityholder shall notify INSW and DSSI, as applicable, of any required corrections with respect to any written information supplied by the such Securityholder specifically for use in any such disclosure document, if and to the extent such Securityholder becomes aware that any have become false or misleading in any material respect.
Each Securityholder agrees that in connection with any acquisitions or Transfers (to the extent permitted) of Subject Securities by such Securityholder, such Securityholder will, as promptly as practicable following the completion thereof, notify each of DSSI and INSW in writing of such acquisition or Transfer and the parties will update Schedule A to reflect the effect of such acquisition or Transfer.
Each Securityholder understands and acknowledges that INSW and Merger Sub are entering into the Merger Agreement (and the other documents related thereto) and DSSI is entering into the Termination Agreements (and the other documents related thereto) in reliance upon such Securityholder’s execution, delivery and performance of this Agreement and upon the representations and warranties, covenants and other agreements of such Securityholder contained in this Agreement.
Each Securityholder (severally as to itself and not jointly) agrees that any DSSI Shares and other capital shares of DSSI that such Securityholder purchases or otherwise acquires beneficial or record ownership of, or with respect to which such Securityholder otherwise acquires sole or shared voting power, following the execution of this Agreement and prior to the Expiration Time (the “New Shares”), shall constitute Subject Securities and be subject to the terms and conditions of this Agreement.
Such Securityholder further agrees (and agrees to cause each of its Affiliates to agree) to authorize and request DSSI to notify DSSI’s transfer agent that there is a stop transfer order with respect to all of the Subject Securities and that this Agreement places limits on the voting of the Subject Securities; provided, however, that any such stop transfer order shall terminate upon the Expiration Time.
Each Securityholder consents to and authorizes the publication and disclosure by INSW and DSSI and their respective Affiliates of the Securityholders’ identity and holdings of DSSI Shares, and the nature of such Securityholder’s commitments, arrangements and understandings under this Agreement, in any press release or any other disclosure document required in connection with the Merger or any other transaction contemplated by the Merger Agreement.
All rights, ownership and economic benefits of and relating to the Subject Securities shall remain vested in and belong to the Securityholder, and DSSI shall have no authority to direct the Securityholder in the voting or disposition of any of the Subject Securities, except as otherwise provided herein.
This proxy is granted in consideration of DSSI entering into the Merger Agreement.
Such Securityholder understands and acknowledges that DSSI is entering into the Merger Agreement in reliance upon such Securityholder’s execution and delivery of this Agreement and the representations and warranties of such Securityholder contained herein.
References to a party or to the parties to this Agreement refer to DSSI and the Securityholders, individually or collectively, as the case may be.