Parent Shareholder Agreement definition

Parent Shareholder Agreement means the agreement, dated as of the date hereof, among the Major Parent Shareholders and the Company pursuant to which each Major Parent Shareholder has granted the Company a proxy with respect to the voting of the Parent Ordinary Shares and the Parent Series K Shares upon the terms and subject to the conditions set forth therein.
Sample 1Sample 2Sample 3
Parent Shareholder Agreement has the meaning set forth in Schedule 4.1.1.
Sample 1Sample 2
Parent Shareholder Agreement has the meaning set forth in the recitals to this Agreement.
Sample 1Sample 2

Examples of Parent Shareholder Agreement in a sentence

  • The Parent Shares shall, at the Effective Time, be validly authorized and allotted, free of Encumbrances (other than such Encumbrances incurred pursuant to the Parent Shareholder Agreement or the articles of association).

  • This Agreement and the Ancillary Agreements supersede all prior agreements, whether written or oral, with respect to the subject matter hereof and thereof (provided that, for the avoidance of doubt, the foregoing shall not affect the Confidentiality Agreements or the Parent Shareholder Agreement).

  • Except for the Parent Shareholder Agreement and articles of association, the Parent is not a party to any shareholder, member, investor or similar agreements or understandings with respect to the repurchase or transfer of any issued share capital of the Parent.

  • Each ARB Director, as a holder of ARB Common Stock, shall execute and deliver to Parent an AR Shareholder Agreement, and each Parent Director, as a holder of Parent Common Stock, shall execute and deliver to ARB a Parent Shareholder Agreement, simultaneously with the execution of this Agreement or at such time as the parties may otherwise agree.

  • Within ten (10) business days after the Closing, the Company shall pay the Investors $50,000 as reimbursement for costs and expenses incurred in connection with the negotiation, execution, delivery and performance of this Agreement and the Parent Shareholder Agreement, and the consummation of the Transactions.

  • A-1 EXHIBIT B Form of Parent Shareholder Agreement..........................

  • On or prior to the Effective Time, Parent shall use commercially reasonable efforts to cause the other necessary parties to the Current Parent Shareholder Agreement to take such actions to terminate the Current Parent Shareholder Agreement in its entirety as of the Effective Time, and Parent shall enter into the Shareholder Agreement at or immediately prior to the Effective Time.


More Definitions of Parent Shareholder Agreement

Parent Shareholder Agreement means the Shareholders’ Agreement, dated as of December 22, 1999, among Parent, Max Bermuda and certain other signatories thereto.
Sample 1

Related to Parent Shareholder Agreement

  • Shareholder Agreement has the meaning set forth in the Recitals.

  • Stockholder Agreement means the Stockholder Agreement, dated as of August 29, 2003, among the Company and its stockholders, as amended and in effect from time to time.

  • Shareholder Agreements has the meaning set forth in the recitals to this Agreement.

  • unanimous shareholder agreement means either: (i) a lawful written agreement among all the shareholders of the Corporation, or among all the shareholders and one or more persons who are not shareholders; or (ii) a written declaration of the registered owner of all of the issued shares of the Corporation; in each case, that restricts, in whole or in part, the powers of the directors to manage, or supervise the management of the business and affairs of the Corporation, as from time to time amended.

  • Share Exchange Agreement has the meaning specified in the Recitals.

  • Shareholder Rights Plan means the amended and restated shareholder rights plan agreement dated as of November 10, 2015 between Parent and American Stock Transfer and Trust Company, LLC, as rights agent, as amended and restated as of April 18, 2016 as further amended, restated, succeeded or replaced from time to time, and any similar plan adopted from time to time;

  • Company Shareholders means the registered or beneficial holders of the Company Shares, as the context requires;

  • Founder Shares Purchase Agreement shall have the meaning given in the Recitals hereto.

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

  • Parent Shareholder Approval means the affirmative vote of the holders of a majority of the votes cast by holders of outstanding shares of Parent Stock on the proposal to approve the issuance of Parent Stock as provided in this Agreement at the Parent Special Meeting.

  • Merger Agreement has the meaning set forth in the Recitals.

  • Company Shareholder Approval means the authorization and approval of this Agreement, the Plan of Merger and the Transactions, including the Merger, at the Company Shareholders’ Meeting by the Required Company Vote.

  • Company Shareholder means a holder of one or more Company Shares;

  • Common Stock Purchase Agreement means an agreement among the Investor and/or PJC, Emergent and any Convertible Note Holder who accepts and exchanges all of its Convertible Notes in the Convertible Note Exchange Offer and elects to participate, substantially in the form attached hereto as Exhibit A, pursuant to which Emergent will issue and sell (a) to the Investor and/or PJC, in the aggregate, 75,000,000 Shares at a price of $0.20 per share, and (b) to any Convertible Note Holder who accepts and exchanges all of its Convertible Notes in the Convertible Note Exchange Offer that so requests, for every $1,000.00 of principal amount of Convertible Notes that it tenders into the Convertible Note Exchange Offer, 500 Shares at a price of $0.20 per share; provided, that the aggregate maximum number of Shares to be so issued and sold to the Convertible Note Holders who accept and exchange all of their Convertible Notes in the Convertible Note Exchange Offer pursuant to the Common Stock Purchase Agreement shall not exceed 40,000,000.

  • Preferred Stock Purchase Agreement means the Preferred Stock Purchase Agreement, dated September 7, 2008, between the Company and the United States Department of the Treasury.

  • Alternate VRDP Shares Purchase Agreement means any agreement with a successor liquidity provider replacing the VRDP Shares Purchase Agreement (or any replacement therefor) upon its termination in accordance with its terms and containing a Purchase Obligation substantially similar to the Purchase Obligation therein, as determined by the Fund.

  • Initial Shareholders means the Sponsor, the Directors and officers of the Company or their respective affiliates who hold shares prior to the IPO;

  • Exchange Agreement has the meaning set forth in the Recitals.

  • Common Shareholders means the registered and/or beneficial holders of the Common Shares, as the context requires.

  • Initial Shareholder means any beneficial owner of the Company’s unregistered securities.

  • Rollover Shareholders means each of Expert Master Holdings Limited, Mr. Longhua Piao and UMW China Ventures (L) Ltd.

  • Principal Stockholder Transferee means any Person who acquires voting stock of the Corporation from the Principal Stockholder (other than in connection with a public offering) and who is designated in writing by the Principal Stockholder as a “Principal Stockholder Transferee.”

  • Company Shareholder Meeting has the meaning set forth in Section 5.2(a).

  • Investor Rights Agreement means the Investor Rights Agreement, dated as of the date of this Agreement, between the Company and each of the Purchasers, in the form of Exhibit A hereto.

  • Parent Stockholder Approval means the affirmative vote of the holders of a majority of the shares of Parent Stock entitled to vote with respect to the approval of the Parent Stock Issuance.

  • Parent Stockholders means the holders of the outstanding Parent Shares.