Execution of Definitive Agreements. As contemplated by the Term Sheet, the Parties will negotiate in good faith and duly execute and deliver one or more agreements on reasonable and customary terms (a) providing X. Xxxxx, Vintage, the other Tranche A-1 Lenders (as defined in the Term Sheet) and the holders of the Warrants, as applicable, setting forth the definitive terms of the registration rights, director nomination rights and pre-emptive rights as set forth in the Term Sheet, (b) setting forth the definitive terms of X. Xxxxx’x commitment to backstop the Rights Offering and (c) containing such other agreements as may be necessary to effect the Equitization Transactions as contemplated by paragraph 1 above.
Execution of Definitive Agreements. Subject to approval of definitive agreements by its board of directors or other managing authority, as applicable, each of the parties hereto covenants and agrees to execute and deliver each Guaranty to which it is a party on the terms and conditions set out in the Credit Agreement.
Execution of Definitive Agreements. (a) JAKKS shall, and shall cause each other Company Party to, and (b) each Consenting Noteholder shall, deliver to each counterparty to a Transaction Document, a duly executed counterpart of each Transaction Document which such Party is required to execute and deliver pursuant to this Agreement or any of the other Transaction Documents.
Execution of Definitive Agreements. (a) Subject to Article 4, within twenty (20) days of Suzlon's receipt of an NTP, Suzlon and an Affiliate of Owner shall prepare, execute and deliver a set of Definitive Agreements for the associated WTGs, as more fully described in Section 2.4(b) below. Except as otherwise expressly provided herein, upon execution of such Definitive Agreements, the terms of this Agreement, as they relate to the WTGs that are addressed in such Definitive Agreements, shall thereupon automatically be deemed terminated, of no further force or effect, and superseded by the terms of the Definitive Agreements. In confirmation and furtherance thereof, the Parties acknowledge and agree that (except as otherwise expressly provided herein) this Agreement shall have no bearing, application or binding effect, whether legal or otherwise, upon any WTGs that are addressed in any executed Definitive Agreements (or with respect to any rights, remedies or obligations of the Parties with respect to such WTGs). As to any WTG for which Definitive Agreements have not been prepared and executed within the foregoing twenty (20) day period (regardless of the reasons therefor), to the extent provided in Section 4.1, the Parties' rights, duties and obligations as to the design, manufacturing, delivery, sale, Commissioning and purchase of such WTGs shall thereupon automatically and immediately be amended to reflect the Modified Obligations (that is, from and after such date, the Parties rights, duties and obligations as to such WTGs shall be only those provided by and pursuant to the Modified Obligations until such time as Definitive Agreements are executed in relation to the same).
Execution of Definitive Agreements. The Board of Directors (the “Board”) of Aspen (Group) Holdings Limited (the “Company” and together with its subsidiaries, the “Group”) refers to the Announcement and is now pleased to update that AV City has on 2 February 2019 entered into a Management Agreement and other related agreement (collectively known as the “Definitive Agreements”) with Marriott International, Inc and its affiliates (collectively referred to as “Marriott”) in respect of the operation and management of a 308-key hotel and its facilities under the Aloft brand (“Aloft Hotel”) at Plot 4 of Aspen Vision City (“AVC”) at Batu Kawan, Penang, Malaysia. Pursuant to the Definitive Agreements, Marriott will inter alia, render technical advisory services for the design and construction of the Aloft Hotel in accordance with Aloft Hotel design and brand standards, operate and manage the Aloft Hotel as part of the Aloft Hotel system standards and provide other services in connection with the branding, marketing and trademark licensing for the Aloft Hotel. The Aloft Hotel, which is estimated to be completed by 2023, is expected to serve as a catalyst for AVC as the first international branded hotel announced for Batu Kawan which is touted as the third satellite city for Penang, further promoting the AVC mixed development and Penang mainland as a whole.
