Share Commitment definition

Share Commitment means any minimum Share commitment(s) for the Buyer to achieve set out in the Trading Agreement; Share of Paging means, in respect of the Trading Term (or such other period specified in the Trading Agreement), the Paging expressed as a percentage of Total Paging; Special Projects means advertising activity which is undertaken on a project-by-project basis, and which the Parties have agreed to designate as a “Special Project”. A special project may include, by way of example only, work undertaken across multiple TI Media departments and group companies, such as the marketing, editorial, publishing and research departments, as well as TI Media’s magazine sales, marketing and distribution company, and may include many types of promotional activity within one project; Terms and Conditions means these terms and conditions; TI Media Affiliates means those Affiliates of TI Media expressly set out in the Trading Agreement as being included within the Agreement;
Share Commitment with respect to each Continuing Shareholder, means the agreement of such Continuing Shareholder as set forth in the Support Agreement to which he, she or it is party that such Continuing Shareholder’s Continuing Shares shall constitute and be treated as “Continuing Shares” for purposes of the Merger Agreement, and the monetary value of a Continuing Shareholder’s Share Commitment shall be calculated based on the Per Share Merger Consideration for each of his, her or its Continuing Shares (minus, in the case of Recruit, the Sale Shares (as defined in the Recruit Support Agreement) for purposes of Section 2.9.2 and the last sentence of Section 3.4).
Share Commitment at any date shall mean a number of shares of UICI Common Stock equal to 369,174 reduced by the number of shares of UICI Common Stock theretofore transferred to UICI pursuant to the Call Right or the Put Right.

Examples of Share Commitment in a sentence

  • For the avoidance of doubt, the 2005 Market Share Commitment shall only be measured annually, not monthly and AOL is not obligated to maintain a monthly market share commitment.

  • For the avoidance of doubt, the 2006 Market Share Commitment shall only be measured annually, not monthly and AOL is not obligated to maintain a monthly market share commitment.

  • The Company shall not be dissolved or terminated by the Incapacity of any Member as such, the Transfer by any Member of its Shares or Common Share Commitment or the admission of a new or substituted Director or Member, and the existence and business of the Company shall be continued notwithstanding the occurrence of any such event.

  • Further, no Common Member shall have any right to withdraw its Common Share Commitment.

  • Such Defaulting Member's Common Share Commitment shall be reduced by the aggregate amount of Defaulted Commitment assumed by the non-defaulting Members and such other Persons and for which payments have been actually received by the Company.

  • Upon the closing of such purchase, each purchasing Member shall make a Capital Contribution in an aggregate amount equal to that portion of the assumed Common Share Commitment representing the defaulted Common Share Commitment of the Defaulting Member, and the balance of the assumed Common Share Commitment shall be added to such purchasing Member's Common Share Commitment for all purposes under this Agreement.

  • In the event AOL elects to extend the Initial Term, the 2007 Market Share Commitment and the corresponding pricing shall apply.

  • Prior to despatch, the Grower will notify the Company of the Produce quantity and the expected delivery date and time.

  • In addition to the Firm Shares, the Buyers may purchase up to an aggregate of 2,062,500 additional shares of Common Stock (the “Additional Shares”); provided, however, that the Buyers shall be obligated to purchase at the Initial Closing (as defined below) an aggregate number of Additional Shares equal to the Minimum Additional Share Commitment.

  • The amount of the Cash Commitment shall be paid by wire transfer of same day funds to the Company and the amount of the Share Commitment shall be satisfied by transfer of the shares subject to the Share Commitment to the Company.


More Definitions of Share Commitment

Share Commitment means an obligation of a Party to issue treasury shares; SUPERIOR PROPOSAL means a proposal for a Competing Transaction that is delivered to a Party in writing, which the Board of Directors of the Party determines will, in its good faith reasonable judgment, after consultation with its financial advisors, if consummated in accordance with its terms, be more favourable from a financial point of view to the shareholders of the Party than the Arrangement and will be able to be completed in a commercially reasonable length of time;
Share Commitment means any minimum Share commitment(s) for the Buyer to achieve set out in the Trading Agreement; Share of Paging means, in respect of the Trading Term (or such other period specified in the Trading Agreement), the Paging expressed as a percentage of Total Paging; Special Projects means advertising activity which is undertaken on a project-by-project basis, and which the Parties have agreed to designate as a “Special Project”. A special project may include, by way of example only, work undertaken across multiple TIUK departments and group companies, such as the marketing, editorial, publishing and research departments, as well as TIUK’s magazine sales, marketing and distribution company, and may include many types of promotional activity within one project; Terms and Conditions means these terms and conditions; TIUK Affiliates means those Affiliates of TIUK expressly set out in the Trading Agreement as being included within the Agreement; TIUK Group means TIUK and the TIUK Affiliates; TIUK Magazines means those titles published by TIUK and/or its Affiliates specified in the Trading Agreement; TIUK Publications means the TIUK Magazines, the TIUK Websites or any of them (as the context requires) or any other digital or electronic platform or distributional channel owned and operated by TIUK; TIUK Websites means the websites operated by TIUK and/or its Affiliates specified in the Trading Agreement; Total Paging means the total number of pages of Advertisements booked by the Buyer and which are displayed during the Trading Term (or such other period specified in the Trading Agreement) in the TIUK Magazines or the Competitive Set;

Related to Share Commitment

  • Total Commitment means, at any time, the sum of the Commitments of each of the Lenders at such time.

  • Tranche A Commitment means, with respect to each Lender, the commitment, if any, of such Lender to make a Tranche A Term Loan hereunder on the Effective Date, expressed as an amount representing the maximum principal amount of the Tranche A Term Loan to be made by such Lender hereunder, as such commitment may be (a) reduced from time to time pursuant to Section 2.08 and (b) reduced or increased from time to time pursuant to assignments by or to such Lender pursuant to Section 9.04. The initial amount of each Lender's Tranche A Commitment is set forth on Schedule 2.01, or in the Assignment and Acceptance pursuant to which such Lender shall have assumed its Tranche A Commitment, as applicable. The initial aggregate amount of the Lenders' Tranche A Commitments is $50,000,000.

  • U.S. Commitment means, with respect to each U.S. Lender, the commitment, if any, of such U.S. Lender to make U.S. Revolving Loans and to acquire participations in U.S. Letters of Credit, U.S. Overadvances and U.S. Swingline Loans hereunder, expressed as an amount representing the maximum possible aggregate amount of such U.S. Lender’s U.S. Revolving Exposure hereunder, as such commitment may be reduced or increased from time to time pursuant to (a) Section 2.09 and (b) assignments by or to such U.S. Lender pursuant to Section 9.04. The initial amount of each U.S. Lender’s U.S. Commitment is set forth on the Revolving Commitment Schedule, or in the Assignment and Assumption pursuant to which such U.S. Lender shall have assumed its U.S. Commitment, as applicable. The U.S. Commitment is a sub-facility of the Revolving Commitment and is not in addition to the Revolving Commitment.

  • Total Commitments at any time, the aggregate amount of the Commitments then in effect.

  • Facility A Commitment means, with respect to each Facility A Lender, the commitment, if any, of such Lender to make Facility A Revolving Loans and to acquire participations in Facility A Letters of Credit, Facility A Protective Advances and Facility A Swingline Loans, expressed as an amount representing the maximum possible aggregate amount of such Lender’s Facility A Revolving Exposure hereunder, as such commitment may be reduced or increased from time to time pursuant to (a) Section 2.09 and (b) assignments by or to such Lender pursuant to Section 9.04. The initial amount of each Lender’s Facility A Commitment is set forth on the Commitment Schedule, or in the Assignment and Assumption pursuant to which such Lender shall have assumed its Facility A Commitment, as applicable. The initial aggregate amount of the Lenders’ Facility A Commitments is $1,000,000,000.