Shareholder Commitments Sample Clauses

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Shareholder Commitments. 4.2.1 Each Shareholder hereby agrees to cooperate with each other Shareholder and with the JVC and to use its reasonable efforts to the extent that it has the authority and ability to do so to promote the success of the JVC and the Project and in attaining the objectives set forth in the Business Plan. Provided however, the Parties hereby expressly acknowledge and agree that AAI (or AAI Nominees) shall only be responsible for contributing equity capital in the JVC in the manner and to the extent set out in this Agreement.
Shareholder Commitments. 7.1 ▇▇▇▇ Resorts support (a) resort management services in its capacity as Operator on the terms set out in the IRMA; (b) design, development and technical services to on the terms set out in the Development Services Agreement; (c) marketing, sales, reservations, information technology, and other ▇▇▇▇ Resorts group services on the terms set out in the Marketing and Central Services Agreement, and (d) the exclusive right to the use of the Wynn brand name within the United Arab Emirates on the terms set out in the Trademark License Agreement.
Shareholder Commitments. The Company shall maintain enforceable written commitments (the "Shareholder Commitments") from each shareholder of the Company (at a duly convened meeting of its shareholders, if required) agreeing that such shareholder shall not exercise its voting rights to receive mandatory statutory dividends (without limiting such shareholder's right otherwise to receive dividends pursuant to and in compliance with Section 10.13); provided that a Shareholder Commitment shall cease to be effective on the first to occur of (w) the date that shares of Capital Stock of the Company are issued and listed on a Brazilian securities exchange in connection with a bona fide public offering of such shares or the date that any shares of the Capital Stock of the Company are otherwise effectively listed and traded on a Brazilian securities exchange, (x) the date that none of the Securities remain outstanding, (y) June 6, 2002 or (z) the date that such commitment is no longer effective, enforceable or legal under applicable Brazilian laws and regulations (including without limitation any construction or interpretation thereof by the CVM, any court or any other governmental authority). The Company shall obtain Shareholder Commitments in connection with any future issuances of Capital Stock to the extent the Shareholder Commitment would then be effective, enforceable and legal under the terms of the foregoing proviso.
Shareholder Commitments. You, as the CSA Shareholder, agree to share the benefits and risks of agriculture and share the rewards of an abundant harvest. • You agree to pick up your share of the harvest (box) during the pick-up window at the designated location. If you will be away, or otherwise unable to pick up your box, you will need to make arrangements for someone else to pick it up and communicate this change to the Farm (see Communicating With Us section below). If you are unable to make arrangements for pick-up, you can choose to donate your box to the staff at the pick-up location. Boxes that are not picked up cannot be refunded or made up because the farmer has already fulfilled their commitment of harvesting and delivering. • You agree to bring back your empty reusable box each week in exchange for a new reusable box full of your weekly produce share. The empty boxes will be sanitized and used in rotation throughout the season. If you damage or lose the box, you may be subject to a $20 charge to replace the box. • CSA Shareholders also share in the risks of agriculture with the Farm (e.g. poor weather, drought, disease, early frost, crop failure, etc.). We, the Farm, purposely plan for such contingencies, and use growing techniques that protect the harvest, minimize risk to Shareholders and optimize the rewards: growing a wide variety of crops that thrive in different types of conditions, cover cropping and crop rotation. In the unlikely event of a crop failure, our procedure is as follows: o If only a small portion of crops fail, we compensate for the failed crops by filling your share with other crops grown on the farm that are ready for harvest at that time. If a large portion of the crops fail, we may not be able to deliver any product in some weeks. Should this occur, you will be notified by the Farm and provided as much notice as possible. • Be mindful that a mid-summer box, or a late season box may be the fullest boxes, while the beginning of the season boxes may be slightly smaller, with less variety. As a CSA Shareholder, you are agreeing (and hopefully excited!) to receive what is in season and eat according to the natural cycle of the growing season. • One of the greatest benefits of being a CSA Shareholder is knowing your Farmer personally. Become an active participant in the CSA program and contact your Farmer if you have any questions or concerns. Please e-mail us often with your comments, suggestions and concerns. Please understand that we spend most of ou...
Shareholder Commitments. As of the date hereof and as of the Closing Date, there are no contracts, agreements or arrangements (whether written or oral) relating to the holding, disposition, voting or registration of any capital stock of the Company or its Subsidiaries or any investment in the Company or its Subsidiaries by the shareholder of the Company or its Subsidiaries or any Person who currently has the right to become a shareholder of the Company or its Subsidiaries (collectively, the “Shareholder Commitments”).
Shareholder Commitments. The Company shall maintain enforceable written commitments (the "Shareholder Commitments") from each shareholder of the Company agreeing that such shareholder will not exercise its voting rights to receive mandatory statutory dividends (without limiting such shareholder's right otherwise to receive dividends pursuant to and in compliance with Section 4.4), provided that the Shareholder Commitments will cease to be effective on the first to occur of (x) the date that shares of Capital Stock of the Company are issued and listed on a Brazilian or United States securities exchange in connection with a bona fide public offering of such shares or the date that any shares of the Capital Stock of the Company are otherwise effectively listed and traded on any Brazilian or United States securities exchange, (y) the date that none of the Securities remain outstanding or (z) the date that such commitment is no longer effective, enforceable or legal under applicable Brazilian laws and regulations (including without limitation any construction or interpretation thereof by CVM, any court or any other governmental authority). The Company will obtain Shareholder Commitments in connection with any future issuances of Capital Stock to the extent the Shareholder Commitments would then be effective, enforceable and legal under the terms of the foregoing proviso. Notwithstanding the foregoing, but provided it would not render any of the other Shareholder Commitments unenforceable, the Company need not obtain and/or maintain Shareholder Commitments from persons that are not shareholders of the Company on the Issue Date or any Affiliate of any such shareholder to the extent it does not relate to more than 10.0% of the outstanding shares of Capital Stock of the Company.
Shareholder Commitments. The Purchaser has requested and has received verbal commitments in favour of the purchase of the Purchased Shares by the Purchaser from shareholders of the Purchaser holding more than 50% of the issued and outstanding common shares of the Purchaser. The Purchaser commits to hold any required meetings of the shareholders of the Purchaser within 60 days of the date of this Agreement.
Shareholder Commitments 

Related to Shareholder Commitments

  • Other Commitments (1) If provisions in the legislation of either Contracting Party or rules of international law entitle investments by investors of the other Contracting Party to treatment more favourable than is provided for by this Agreement, such provisions shall to the extent that they are more favourable prevail over this Agreement. (2) Each Contracting Party shall observe any obligation it has assumed with regard to investments in its territory by investors of the other Contracting Party.

  • Capital Commitments (a) The Partnership may from time to time, in the discretion of the Managing General Partner, issue additional Partnership Units and admit additional Limited Partners to the Partnership. Any Person that acquires Partnership Units for cash (an “Investor”) will acquire such Units pursuant to an agreement (a “Subscription Agreement”) between such Investor and the Partnership pursuant to which such Investor agrees to acquire, and the Partnership agrees to issue, Partnership Units in exchange for Capital Contributions in cash on such terms and conditions as are provided in this Agreement and as may be provided in such Subscription Agreement. A Subscription Agreement shall become effective as of the date it has been executed and delivered by the Investor party thereto and accepted by the Managing General Partner on behalf of the Partnership. Units issuable pursuant to a Subscription Agreement may be issuable in installments, with each installment being issuable, and the Capital Contribution therefor being payable, in accordance with calls for capital (“Capital Calls”) issued pursuant to written notice (the “Capital Call Notice”) to the Investor party to such Subscription Agreement. The total purchase price payable by any Investor under a Subscription Agreement for the Units issuable pursuant thereto is referred to as such Investor’s “Capital Commitment”. Each Investor which acquires any Units pursuant to a Subscription Agreement shall be deemed to be admitted to the Partnership as a Partner immediately upon the payment of the purchase price for the first Units so issued to such Investor. The aggregate amount of Capital Contributions made by a Partner (in cash or property) is referred to herein as such Partner’s “Funded Commitment”, and the portion of the Capital Commitment provided for in any Subscription Agreement that remains unpaid after any closing of a purchase and issuance of Units thereto shall be referred to as the “Unfunded Commitment” of the Partner party to such Subscription Agreement. Except as provided in Section 11.4(c), in no event will any Partner be required to contribute any capital to the Partnership in excess of such Partner’s Capital Commitment. (b) If at any time the Managing General Partner determines to raise capital by issuing Capital Calls to Partners having Unfunded Commitments, it shall generally issue such Capital Calls pro rata to each such Partner in proportion to the Unfunded Commitment of each such Partner. However, the Managing General Partner may, in its discretion, issue Capital Calls other than pro rata to the extent required by the terms of any Subscription Agreement or other agreement between the Partnership or the Managing General Partner and one or more Partners, or if the Managing General Partner otherwise deems it advisable to issue Capital Calls in some manner other than pro rata (for example, to assist in achieving or maintaining the status of any REIT in which the Partnership has a direct or indirect interest as a “domestically controlled” REIT). Each Capital Call Notice issued by the Managing General Partner shall specify the account to which Capital Contributions are to be delivered pursuant thereto and the date on which such Capital Contributions are due (“Payment Date”), which date shall be no sooner than ten Business Days after the date such Capital Call Notice is issued. All Capital Contributions made on or before the Payment Date specified in a Capital Call Notice shall be deemed to have been made on such Payment Date.

  • Revolver Commitment for any Lender, its obligation to make Revolver Loans and to participate in LC Obligations up to the maximum principal amount shown on Schedule 1.1, or as hereafter determined pursuant to each Assignment and Acceptance to which it is a party. “Revolver Commitments” means the aggregate amount of such commitments of all Lenders.

  • L/C Commitment (a) Subject to the terms and conditions hereof, each Issuing Lender, in reliance on the agreements of the other Lenders set forth in Section 3.4(a), agrees to issue Letters of Credit upon the request and for the account of the Borrower (and for the benefit of the Borrower or any Subsidiary of the Borrower) on any Business Day during the Revolving Commitment Period in such form as may be approved from time to time by such Issuing Lender; provided that no Issuing Lender shall issue any Letter of Credit if, (i) after giving effect to such issuance, (A) the L/C Exposure would exceed the L/C Commitment or (B) the aggregate amount of the Available Revolving Commitments would be less than zero or (C) unless otherwise agreed to by such Issuing Lender, the L/C Exposure with respect to all Letters of Credit issued by such Issuing Lender would exceed such Issuing Lender’s Specified L/C Commitment or (ii) such Issuing Lender shall have received written notice from the Administrative Agent or the Borrower, at least one Business Day prior to the requested date of issuance or amendment of the applicable Letter of Credit, that one or more applicable conditions contained in Section 5.2 shall not have been satisfied. On the Restatement Effective Date, each Existing Letter of Credit shall be deemed to be a Letter of Credit issued hereunder for the account of the Borrower. Each Letter of Credit shall (i) be denominated in Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the Revolving Termination Date (as it may be extended, so long as the Available Revolving Commitments of all Continuing Lenders would equal or exceed zero following such extension); provided, however, that any Letter of Credit, whether newly requested or an existing Letter of Credit that is extended or automatically renewed, may have an expiration date after the Revolving Termination Date (so long as such expiration date remains in compliance with clause (x) above) so long as the Borrower cash collateralizes such Letter of Credit at 101% of the available face amount of such Letter of Credit on or prior to the date which is five Business Days prior to the Revolving Termination Date and the Administrative Agent and the relevant Issuing Lender providing such Letter of Credit agree to such expiration date at the time such Letter of Credit or extension is requested or at the time such existing Letter of Credit is to be automatically renewed, as applicable; provided further that any Letter of Credit (other than a Letter of Credit to which Section 2.18(c)(ii) applies) with a one-year term may provide for the renewal thereof for additional one-year periods (which shall only extend beyond the date referred to in clause (y) above if the condition described in the first proviso of this sentence is satisfied). (b) No Issuing Lender shall at any time be obligated to issue any Letter of Credit if (i) any order, judgment or decree of any Governmental Authority or arbitrator having jurisdiction over the Issuing Lender shall by its terms (x) purport to enjoin such Issuing Lender from issuing such Letter of Credit, or any Requirement of Law applicable to such Issuing Lender shall prohibit such Issuing Lender from the issuance of letters of credit, generally, or such Letter of Credit, in particular or (y) impose upon such Issuing Lender with respect to any such Letter of Credit any reserve, capital or liquidity requirement (for which such Issuing Lender is not compensated hereunder or otherwise by agreement of the Borrower) not in effect on the Restatement Effective Date or impose on such Issuing Lender any loss, cost or expense (for which such Issuing Lender is not compensated hereunder or otherwise by agreement of the Borrower) which such Issuing Lender in good ▇▇▇▇▇ ▇▇▇▇▇ material to it or (ii) the issuance of such Letter of Credit would violate the legal, regulatory or compliance policies of such Issuing Lender applicable to letters of credit generally, in each case, to the extent such policies and prohibitions are implemented to comply with applicable law or regulation binding upon such Issuing Lender and are being applied with respect to the Borrower consistently with such application thereof to all similarly situated Borrowers under similar circumstances.

  • Term Loan Commitments Subject to the terms and conditions hereof, and relying upon the representations and warranties herein set forth, each Lender severally agrees to make a term loan (the “Term Loan”) to the Borrower on the Closing Date in such principal amount as the Borrower shall request up to, but not exceeding such Lender’s Term Loan Commitment.