Examples of Former Company Shareholders in a sentence
Notices or communications to each of the Shareholders’ Agents or from the Shareholders’ Agents shall constitute notice to or from each of the Former Company Shareholders.
If the Shareholders' Agent shall die, become disabled or otherwise be unable to fulfill his responsibilities as agent of the Former Company Shareholders, then Norwest or its general partner shall appoint a new "Shareholders' Agent" for purposes of Section 9 and this Section 10.1; if no person is serving as the Shareholders' Agent, then the Former Company Shareholders shall elect, by majority vote, based upon their ownership of Company Common Stock as of the date hereof, the Shareholders' Agent.
No fractional Purchaser Shares shall be issued to Former Company Shareholders.
This limitation on indemnification by the Former Company Shareholders shall not serve as a limit on the indemnification obligations of SpinCo under this Agreement.
In no event shall any fractional Purchaser Shares be issued to Former Company Shareholders under this Plan of Arrangement.
The Former Company Shareholders shall severally indemnify each of the Shareholders’ Agents and hold them harmless against any loss, liability or expense incurred without gross negligence or bad faith on the part of the Shareholders’ Agents and arising out of or in connection with the acceptance or administration of their duties hereunder.
If the Holdback Fund consists of Holdback Shares, each Former Company Shareholder's Holdback Shares, each Former Company Shareholder's Holdback Cash, and any distributions, dividends and interest with respect to each Former Company Shareholder's Holdback Shares and Holdback Cash, shall be segregated into a separate account for such Former Company Shareholder (each a "Holdback Account").
It is agreed for federal income tax purposes that interest accrued on any Holdback Cash in a Former Company Shareholder's Holdback Account shall be included on the tax return of such Former Company Shareholder as it is earned.
The Parties reserve the right to amend, modify or supplement this Plan of Arrangement at any time and from time to time, provided that each such amendment, modification or supplement must be: (i) set out in writing; (ii) agreed to in writing by the Parties; (iii) filed with the Court and, if made following the Company Meeting, approved by the Court; and (iv) communicated to Former Company Shareholders if and as required by the Court.
Subject to the provisions of Article 5, and upon return of a properly completed Letter of Transmittal by a registered Former Company Shareholder together with certificates representing Company Shares and such other documents as the Depositary may require, Former Company Shareholders shall be entitled to receive delivery of certificates or DRS advice-statements representing the Acquiror Shares and a cheque representing the cash to which they are entitled pursuant to Section 3.1.