Summit Shareholders definition
Examples of Summit Shareholders in a sentence
Summit Shareholders, collectively, hold greater than 94% of the outstanding share capital stock of Summit, and are therefore familiar with Summit and its operations sufficient to make the representations and warranties contained in this Article II.
Summit, the Summit Shareholders, ▇▇▇▇▇▇ Score and the ▇▇▇▇▇▇ Score Shareholders agree that there were no finders or brokers involved in bringing the parties together or who were instrumental in the negotiation, execution or consummation of this Agreement.
The Company Offeror shall also enter into a form of indemnification agreement approved by the Board with the General Atlantic Shareholder, the Summit Shareholders and each member of the board of directors (or similar governing body) of the Company Offeror, which indemnification agreement shall include provisions no less favorable than the indemnification provisions in effect in this Agreement.
Neither this Agreement, including all Schedules and Exhibits hereto, nor any other document, agreement or other instrument furnished by Healthcare to one or more of the Summit Shareholders at the Closing in connection with the transactions contemplated hereby, contains any untrue statement of any material fact or omits to state any material fact necessary to be stated in order to make any statement contained therein not misleading.
Any action that may be taken at a meeting of the Summit Shareholders under any provision of the Texas Business Corporation Act may be taken without a meeting if authorized by a consent or waiver filed with the Secretary of the Corporation and signed by all persons who would be entitled to vote on that action at a Shareholders' meeting.
Any dispute as to any matter covered under this Section 10, other than a matter relating to or giving rise to a claim for indemnification under Section 11, shall be resolved by an independent accounting firm mutually acceptable to the Summit Shareholders and Healthcare.
The Summit Shareholders and Healthcare shall attempt in good faith to resolve any disagreements regarding any such Returns prior to the due date for filing.
Each of the Shareholders, other ---------------------------- than the Summit Shareholders (each, a "Restricted Shareholder"), agrees that he will not Dispose of any Merger Shares whether pursuant to a registration statement, an exemption from registration, or otherwise, and whether or not permitted by applicable securities laws, until (a) with respect to each Restricted Shareholder (other than H.
In the event that the Summit Shareholders and Healthcare are unable to so resolve any dispute with respect to any such Return at least ten (10) days prior to the due date for filing, such dispute shall be resolved pursuant to Section 10.4, which resolution shall be binding on the parties (except to the extent such dispute gives rise to a claim for indemnification under Section 11, in which case such Section 11 shall remain applicable).
The Summit Shareholders, Chang, Hixon, and ▇▇▇▇▇▇▇▇▇ shall not at any time use for his or its personal benefit, or disclose, communicate or divulge to, or use for the direct or indirect benefit of any person or entity, any Confidential Information of Summit or Healthcare.