Executive Shareholders definition
Examples of Executive Shareholders in a sentence
None of the Sellers' or Executive Shareholders' representations, warranties or statements contained in this Agreement, or in the schedules, exhibits and other attachments hereto, contains any untrue statement of a material fact or omits to state any material fact necessary in order to make any of such representations, warranties or statements in light of the circumstances under which they were made not misleading.
Each of the Shareholders has been furnished with a copy of this Agreement and has been given sufficient opportunity to ask questions and receive answers from the Sellers and the Executive Shareholders as to all financial terms and all other material terms of this Agreement.
From and after the Closing Date through and including the third anniversary of the Closing Date, the Executive Shareholders shall be entitled to attend and participate in a non-voting capacity in all meetings of the board of directors of the Buyer.
The Sellers and the Executive Shareholders, jointly and severally, agree to indemnify and hold harmless the Buyer against any fee, loss or expense arising out of any claim by any broker of finder employed or alleged to have been employed by any of them.
If an Independent Accounting Firm is retained pursuant to Section 3 of this Agreement, the Buyer, the Sellers and the Executive Shareholders shall each execute such accounting firm's retention agreement, if any, and shall each be bound by the obligation, if any, contained therein to provide indemnification, contribution and related expense reimbursement to such Independent Accounting Firm.
Each of the Sellers and the Executive Shareholders acknowledge that the Buyer will be irreparably harmed and the Buyer will have no adequate remedy at law if any of the Sellers or the Executive Shareholders fail to perform any of their obligations under this Agreement.
In the event of such a breach, the Sellers and the Executive Shareholders agree that, in addition to all other remedies available at law or in equity, the Buyer shall be entitled to such injunctive relief, including temporary restraining orders, preliminary injunctions and permanent injunctions as a court of competent jurisdiction shall determine.
The Sellers and the Executive Shareholders shall take all action necessary such that all transactions contemplated by this Agreement comply in all material respects with any "Bulk Transfer" provisions of the Uniform Commercial Code which may be in effect in each applicable jurisdiction.
Such access by the Buyer will be coordinated through one of the Executive Shareholders, as representatives of the Sellers.
Notwithstanding anything to the contrary contained in this Agreement, each and every obligation of any Seller or Executive Shareholder hereunder shall be a joint and several obligation of all the Sellers and Executive Shareholders.