Shareholders' Obligations Clause Samples
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Shareholders' Obligations. This provision is intended to prevent a shareholder from acting ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ . Edit as you require.
Shareholders' Obligations. 7.1 The Shareholder shall:
(a) be responsible for any costs incurred by the Company in the repair of any damage to the Scheme Infrastructure running through the Property to the extent that such damage was caused by the Shareholder (or its servants or agents) through any act or omission, including, without limitation, damage caused by stock, machinery, posts or otherwise;
(b) ensure that its on farm infrastructure is protected from over pressure through the installation and maintenance of appropriate equipment that complies with the requirements notified by the Company from time to time;
(c) control or eliminate any noxious weeds growing alongside or over the top of the Scheme Infrastructure running through the Property;
(d) not plant trees within 10 metres (or such additional set back where required for pumps, valves and other structures) from the centreline of the Water Pipes or the Scheme Infrastructure and promptly remove all trees presently growing beside or on top of the Scheme Infrastructure which may be identified by the Company as having the potential to limit the efficient maintenance, flow and operation of the Scheme Infrastructure. The Company shall, in relation to existing trees, use its reasonable endeavours to build any new Scheme Infrastructure within the 10 metres from the Water Pipe centreline;
(e) not interfere with or attempt to alter any Scheme Infrastructure without the prior written consent of the Company and then only upon and subject to the terms and conditions stipulated by the Company;
(f) maintain any drainage works on the Property carrying surplus irrigation or flood water to such a standard as will permit the proper functioning of the Scheme Infrastructure;
(g) not permit the discharge of run off, chemicals, effluent, debris, dead stock or other toxic matter into or around any Scheme Infrastructure;
(h) allow the Company ready access at all times to the Scheme Infrastructure for operation, inspection, repair and maintenance;
(i) observe and comply with the obligations contained in the Company Constitution, Consents, Consent Licences and farming and irrigation practices and procedures as determined from time to time by the Company;
(j) ensure that any lessee, occupier or contractor of the Property complies in all respects with the terms of the Agreement;
(k) prepare and maintain a FMP for the Property in accordance with the requirements of the Consent and the Company which shall:
(i) be in accordance with a template approved by ...
Shareholders' Obligations. The Shareholders shall procure the observance of the abovementioned restrictions by the Company and shall take all reasonable steps to minimise the risk of disclosure of confidential information, by ensuring that only their employees and directors and those of the Company whose duties will require them to possess any of such information shall have access thereto, and that they shall be instructed to treat the same as confidential. The Shareholders shall in addition procure that such employees of the Company whose duties will require them to possess, or have access to, confidential information, shall sign confidentiality agreements with the Company respecting the confidentiality of such information.
Shareholders' Obligations. 11.1. The shareholders agree to exercise their powers in relation ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ .
11.2. Each shareholder undertakes with each of the other parties that whilst he remains ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ , ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ .
Shareholders' Obligations. Each Shareholder undertakes to use all commercially reasonable efforts to, and to cause the Company to, remain at all times in compliance with the terms and conditions of the License and of the provisions of the Relationship Agreement which apply to such Shareholder. For the avoidance of any doubt, the provisions of the Relationship Agreement which apply to SCG shall be strictly in accordance with SCG's letter of undertaking attached hereto as Exhibit D (the “Binding Provisions”). For the avoidance of any doubt, any amendment to the current form of the Relationship Agreement (attached herein as Exhibit E) and the Binding Provisions, shall not be binding upon SCG, unless SCG has provided its explicit written consent to such amendment.
Shareholders' Obligations. Each Party shall comply with the provisions of this Agreement in relation to its investment in the Company and in transacting business with the Company and shall exercise its rights and powers in accordance herewith and so as to give effect to this Agreement.
Shareholders' Obligations. This provision is intended to prevent a shareholder from acting secretly on behalf of a predator or other third party interest. You ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ! ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ .
Shareholders' Obligations. All obligations and liabilities of each Shareholder under this Agreement shall be several and not joint and no Shareholder shall have any liability for any obligations or liabilities under this Agreement of any other Shareholder, except that all obligations specified under this Agreement as an obligation of a Group of Shareholders or Shareholder Group shall be joint and several obligations of the Sellers within such Group of Shareholders.
Shareholders' Obligations. In consideration of the mutual obligations of the Shareholders herein contained, and except as the Shareholders may otherwise agree in writing or save as otherwise provided or contemplated in this Agreement, each of the Shareholders shall exercise its voting rights and powers available to it to ensure that:
2.2.1 the Company carries on its business and conducts its affairs in a proper and efficient manner and for its own benefit;
2.2.2 the Company shall keep full and proper accounting records in accordance with generally accepted accounting principles relating to its business, undertakings and affairs;
2.2.3 the Company shall prepare and provide to each of the Directors monthly management accounts (except during months where quarterly financial statements are being prepared in accordance with Clause 2.2.4 below) within 10 Business Days after the end of each month and operating statistics and such other trading and financial information from time to time and in such form as the Board may agree, in each case in a form reasonably satisfactory to the Shareholders, to keep each of the Shareholders properly informed about the business and financial services of the Company and generally to protect its interest;
2.2.4 the Company shall prepare and provide to each of the Shareholders: (i) unaudited quarterly financial statements within 20 Business Days after the end of each quarter and audited yearly financial statements within 50 Business Days after the end of each financial year; and (ii) the annual budget of the Company for the following financial year within 10 Business Days after such annual budget has been finalised; and
2.2.5 the Company shall prepare annual financial statements, in each case in accordance with generally accepted accounting principles and in compliance with all applicable legislation in respect of each accounting reference period, and shall procure that such financial statements are audited as soon as practicable and shall supply copies of the same to the Shareholders in accordance with Clause 2.2.4 above.
Shareholders' Obligations. 11.1 The shareholders agree to exercise their powers in relation to the Company to procure that the Company complies with the ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ .
11.2 Each shareholder undertakes with each of the other parties hereto that whilst it remains a party to this agreement it will not cast any of the voting rights exercisable ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ , ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ .