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Shareholder Support Agreement
"I need a Shareholder Support Agreement for our Nigerian solar power project company, where three major shareholders will provide financial support up to N500 million each and voting support for key project decisions until January 2025."
1. Parties: Identification of the supporting shareholders, the company, and any other relevant parties
2. Background: Context of the agreement, including company information and purpose of the support arrangement
3. Definitions and Interpretation: Key terms used throughout the agreement and rules for interpretation
4. Support Obligations: Details of the specific support commitments being made by the supporting shareholders
5. Duration and Termination: Term of the support agreement and circumstances under which it can be terminated
6. Financial Support Provisions: Specific financial commitments, including any funding obligations or guarantees
7. Voting Commitments: Obligations regarding voting rights and decision-making support
8. Representations and Warranties: Statements of fact and assurances from all parties
9. Covenants: Ongoing obligations and commitments of the parties
10. Events of Default: Circumstances constituting breach and their consequences
11. Governing Law and Jurisdiction: Specification of Nigerian law as governing law and jurisdiction details
12. Notices: Process for formal communications between parties
13. General Provisions: Standard boilerplate clauses including severability, entire agreement, and amendments
1. Security Arrangements: Details of any security to be provided for financial support commitments - include if financial support includes secured obligations
2. Step-In Rights: Rights of supporting shareholders to take control in certain circumstances - include if agreed as part of support arrangement
3. Foreign Exchange Provisions: Specific provisions dealing with foreign exchange aspects - include if foreign shareholders are involved
4. Tax Provisions: Specific tax-related obligations and arrangements - include if tax implications are significant
5. Regulatory Compliance: Specific provisions relating to regulatory requirements - include if company operates in regulated sector
6. Assignment and Transfer: Rules for transferring rights under the agreement - include if transfer rights are to be permitted
1. Schedule 1 - Details of the Company: Corporate information, share capital structure, and existing shareholders
2. Schedule 2 - Form of Support Notice: Template for requesting support under the agreement
3. Schedule 3 - Supporting Shareholders' Commitments: Detailed breakdown of each supporting shareholder's specific commitments
4. Schedule 4 - Conditions Precedent: Conditions that must be satisfied before support obligations become effective
5. Schedule 5 - Form of Accession Deed: Template for new parties to join the agreement if permitted
6. Appendix A - Corporate Authorizations: Copies of relevant corporate approvals and authorizations
7. Appendix B - Financial Terms: Detailed financial terms and calculations for support obligations
Authors
Affiliate
Authorized Representative
Business Day
CAMA
Change of Control
Company
Completion Date
Confidential Information
Default Event
Encumbrance
Event of Default
Exercise Notice
Financial Indebtedness
Financial Support
Financial Year
Governing Law
Group
Guarantee
Initial Supporting Shareholders
Material Adverse Effect
Naira
Notice
Parties
Permitted Transfer
Project
Project Documents
Related Party
Relevant Period
Security
Security Interest
Shareholders
Shareholder Support Obligations
Share Capital
Specified Event
Support Notice
Support Period
Support Trigger Event
Supporting Shareholder
Transaction Documents
Transfer
Voting Rights
Working Day
Definitions
Support Obligations
Financial Support
Voting Support
Additional Funding
Capital Contribution
Support Trigger Events
Support Period
Support Mechanism
Payment Obligations
Security
Representations and Warranties
Covenants
Information Rights
Monitoring Rights
Default
Remedies
Step-In Rights
Transfer Restrictions
Assignment
Accession
Confidentiality
Anti-corruption
Regulatory Compliance
Foreign Exchange
Tax
Force Majeure
Termination
Dispute Resolution
Governing Law
Jurisdiction
Notices
Costs and Expenses
Severability
Amendments
Waiver
Entire Agreement
Counterparts
Infrastructure
Energy and Resources
Manufacturing
Financial Services
Telecommunications
Real Estate Development
Agriculture
Healthcare
Technology
Transportation
Mining
Oil and Gas
Power Generation
Construction
Legal
Finance
Corporate Secretariat
Risk Management
Compliance
Treasury
Corporate Development
Investor Relations
Board Secretariat
Corporate Finance
Chief Executive Officer
Chief Financial Officer
Legal Director
Corporate Secretary
Investment Director
Project Finance Manager
Corporate Finance Manager
Risk Manager
Compliance Officer
General Counsel
Board Director
Financial Controller
Treasury Manager
Corporate Development Director
Shareholder Relations Manager
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