Examples of Majority Managers in a sentence
This Agreement may be amended, modified, extended or terminated, and the provisions hereof may be waived, only by an agreement in writing signed by the Majority Investors; provided, however, that the consent of the Majority Managers shall be required for any amendment, modification, extension, termination or waiver which has a disproportionate and material adverse effect on the rights of the holders of Management Shares under this Agreement.
Any reasonable costs and expenses (including the reasonable fees and expenses for one counsel for the other holders of Shares, as appointed by the Majority Managers) incurred by or on behalf of any or all of the other holders of Shares in connection with any such proposed Issuance of Subject Securities (whether or not consummated) shall be borne by the Company.
This Agreement shall become effective upon the execution hereof by the Company, the Investors and the Majority Managers (the “Effective Date”).
Notwithstanding anything to the contrary contained herein, to the extent any amendment or supplement to, or modification of, this Agreement shall be made (whether by merger or otherwise) which would adversely affect the Managers as a group, the Majority Managers must consent to such amendment, supplement or modification.
Any reasonable costs and expenses (including the reasonable fees and expenses for one counsel for the other Tag Along Seller(s) or Drag Along Seller(s), in each case, as appointed by the Majority Managers) incurred by or on behalf of any or all of the other Tag Along Seller(s) or Drag Along Seller(s) in connection with any proposed Sale pursuant to this Section 4 (whether or not consummated) shall be borne by the Company.
Further, the Company shall pay all reasonable expenses of all other holders of Registrable Securities incurred in connection with each registration of Registrable Securities requested pursuant to this Section 6.2 (which shall include one legal counsel selected by the Majority Managers), other than underwriting discount and commission, if any, and applicable transfer taxes, if any.
This Agreement may be amended, modified, extended or terminated, and the provisions hereof may be waived, only by an agreement in writing signed by the Company, the Majority Investors and the Majority Managers; provided, however, that any amendment, modification, extension, termination or waiver (an “Amendment”) will also require the consent of any Manager who would be disproportionately and adversely affected by the Amendment (other than solely with respect to the number of Shares held by such Manager).