Common use of Common Conditions to the New Acquisitions and Wireless Properties Clause in Contracts

Common Conditions to the New Acquisitions and Wireless Properties. (a) The Parties agree that (i) New Acquisitions and Wireless Properties shall not be required to be kept and maintained as separate legal entities, and (ii) New Acquisitions and Wireless Properties may merge, consolidate or amalgamate, either between them or with any other Person, before or after the transfer to the Company of the Interest acquired in the New Acquisition or Wireless Property, (as the case may be), provided that, prior to any of the same occurring and as a condition precedent thereto, the Board of Directors shall approve such action in accordance with Section 2.6(a)(Y)(ii) of the Shareholders Agreement and the Shareholders, after a non-binding proposal submitted by the Board of Directors, shall be required to agree in each specific case on the appropriate adjustments to be made (x) to the division of assets on Liquidation of the Company in terms of Section 4.3 of the Shareholders Agreement and (y) to the Put in Section 5.6 of the Shareholders Agreement).

Appears in 4 contracts

Samples: Subscription Agreement (Telefonica S A), Subscription Agreement (Portugal Telecom SGPS Sa), Subscription Agreement (Telefonica Mobile Inc)

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