OF THE SHAREHOLDERS Clause Samples

The "OF THE SHAREHOLDERS" clause defines the rights, responsibilities, and powers of the shareholders within a company or corporation. It typically outlines how shareholders may exercise their voting rights, attend meetings, and participate in major decisions such as electing directors or approving significant transactions. By clearly delineating the role and authority of shareholders, this clause ensures transparency in corporate governance and helps prevent disputes regarding shareholder involvement and decision-making.
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OF THE SHAREHOLDERS. As an inducement to, and to obtain the reliance of the MJHI in connection with its purchase of the shares of Presto Stock, SHAREHOLDERS represents and warrant as follows:
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OF THE SHAREHOLDERS. Disclosure Schedule contains a complete and accurate list of each Acquired Company and sets forth with respect to each Acquired Company its jurisdiction of incorporation or other formation and each jurisdiction in which such Acquired Company is licensed or qualified to do business, as applicable. The Company has delivered to the Buyer true, complete and accurate copies of the Organizational Documents for each Acquired Company as in effect on the date hereof. No Acquired Company is or has been in breach or violation of or default under any provision of its Organizational Documents.
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OF THE SHAREHOLDERS. Each of the Shareholders hereby, severally and not jointly, represents and warrants to Purchaser as follows:
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OF THE SHAREHOLDERS. The Shareholders hereby, jointly and severally, represent and warrant to Parent and Merger Sub as follows:
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OF THE SHAREHOLDERS. As an inducement to, and to obtain reliance of CDI, LOGIX Shareholders holding a majority of the issued and outstanding shares represent and warrant as follows:
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OF THE SHAREHOLDERS. In order to induce Global to execute and deliver this Agreement, and to perform its obligations hereunder, each of the Shareholders severally represents and warrants to, and covenants and agrees with, Global as follows:
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Related to OF THE SHAREHOLDERS

  • Covenants of the Shareholders Each Shareholder hereby covenants and agrees that:

  • Covenants of the Stockholders Each of the Stockholders hereby covenants and agrees that:

  • Covenants of the Selling Shareholders Each Selling Shareholder further covenants and agrees with each Underwriter:

  • Covenants of the Shareholder The Shareholder hereby irrevocably covenants and agrees that during the period commencing on the date hereof and continuing until the termination of this Agreement pursuant to Section 3: (a) it will not, directly or indirectly, through any officer, director, employee, advisor, representative, agent or otherwise: (i) solicit, initiate, knowingly encourage, continue or otherwise facilitate (including, without limitation, by way of furnishing information or entering into any form of agreement, arrangement or understanding) the initiation of any inquiries or proposals regarding an Acquisition Proposal; (ii) participate in any discussions or negotiations regarding any Acquisition Proposal; or (iii) accept or enter into any agreement, letter of intent, arrangement or understanding related to any Acquisition Proposal; (b) if the Shareholder receives any Acquisition Proposal in its capacity as a holder of Shares (including, without limitation, an offer or invitation to enter into discussions), whether written or oral, the Shareholder will as promptly as practicable notify Vasogen, in writing, and provide to Vasogen a copy thereof if written, and if verbal, a description of the principal terms, including the price proposed to be paid in connection therewith, the form of consideration to be paid, the material terms and the identity of the proponent; (c) it will vote the Shares in support of all things proposed by IPC and Vasogen that are necessary, proper or advisable under applicable laws to consummate the Transactions; (d) it will not grant or agree to grant any proxy or other right to the Shares, or enter into any voting trust, vote pooling or other agreement with respect to the right to vote, call Meetings or give consents or approvals of any kind with respect to the Shares, other than pursuant to the provisions hereof; (e) it will not, without the prior written consent of Vasogen, sell, transfer, monetize, hypothecate, pledge, encumber, grant a security interest in, encumber or otherwise convey or grant an option over any of the Shares (or any right or interest therein (legal or equitable)) held by it to any person, entity or group or agree to do any of the foregoing; (f) except as required by applicable Law (after fully consulting with Vasogen), it will not, prior to the public announcement by IPC, IPC Corp. and Vasogen of the terms of the Transactions, directly or indirectly, disclose to any person, firm or corporation (other than on a confidential basis to such advisors (if any) as the Shareholder may determine are necessary to retain specifically for the purposes of this Agreement) the existence of the terms and conditions of this Agreement, the Arrangement Agreement or the Merger Agreement, or any terms or conditions or other information concerning the Transactions; (g) it will not, without the prior written consent of Vasogen, not to be unreasonably withheld, purchase, or enter into any agreement or right to purchase, any additional shares of IPC; and (h) it will do all things required, necessary, proper or advisable to consummate the transactions contemplated by this Agreement, the Arrangement Agreement and the Merger Agreement.

  • Expenses of the Selling Shareholders The Selling Shareholders, jointly and severally, will pay all expenses incident to the performance of their respective obligations under, and the consummation of the transactions contemplated by, this Agreement, including (i) any stamp and other duties and stock and other transfer taxes, if any, payable upon the sale of the Securities to the Underwriters and their transfer between the Underwriters pursuant to an agreement between such Underwriters, and (ii) the fees and disbursements of their respective counsel and other advisors.