In Entirety Sample Clauses

In Entirety. The entire unexercised portion of this Warrant may be redeemed by the Company in whole, but not in part, at any time upon thirty (30) days' prior written notice to the Holder, upon payment to Holder of the pro-rata share of the original $5,000 purchase price of this Warrant remaining unexercised on the date of redemption. In such case, Section 16(b) of this Warrant shall be inapplicable. The Holder shall be entitled to exercise this Warrant in accordance with its terms at any time prior to the expiration of such thirty day notice period.
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In Entirety connection with its determination, Indigo's board of directors expressly adoptedconsidered (i) the conclusion of Bear Xxxxxxx that the $13.00 per share cash tender offer price was fair, from a financial point of view, to the holders of Indigo shares, other than the controlling shareholders and (ii) the analyses by Bear Xxxxxxx upon which such conclusion was based and expressly adopted such conclusion and based.analyses. In its review of the analyses performed by Xxxx Xxxxxxx, Indigo's board of directors did not place greater weight on any one of the separate analyses prepared by Bear Xxxxxxx, but rather relied upon the summary and conclusions of Bear Xxxxxxx that the analyses, taken as a whole, supported the conclusion that the cash tender offer was fair, from a financial point of view, to the holders of Indigo shares. Xxxxxxx. Based on Bear Xxxxxxx= nationally recognized expertise in the commercial finance industry, its expertise and experience in the evaluation of businesses in connection with transactions similar to the one contemplated by the combination agreement, its and the board of directors= familiarity with Indigos business, financial condition, results of operations and prospects and itsBear Xxxxxxx= analyses and presentations related to the fairness opinion, Indigo's board of directors believes that Bear Xxxxxxx= opinion as to the fairness of the cash tender offer to the holders of Indigo shares was well supported and sound. Indigo's board of directors believes that the Bear Xxxxxxx oral presentations and its oral and written opinion supported the board of director=s fairness determination; (vii) the fact that holders of approximately 72.7% of the Indigo shares were prepared to enter into the related share exchange and share purchase agreements; (viii) the fact that the offer is not conditioned on the availability of financing; and (ix) the fact that the combination agreement permits Indigo's board of directors, in the exercise of its fiduciary duties, to terminate the combination agreement in favor of a superior alternative acquisition proposal although such termination would trigger the payment of a fee to AerFi by Indigo of $5 million and the reimbursement of expenses incurred by AerFi up to a maximum of $2 million. Indigo's board of directors recognized that the consummation of the offer and the combination will deprive Indigo's current public shareholders of the opportunity to participate in Indigo's future growth prospects and, therefore,...
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In Entirety. In the event of a termination of this Agreement in its entirety by either Party for any reason, all rights and licenses granted by each Party to the other hereunder shall immediately terminate.
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Related to In Entirety

  • Entirety This Credit Agreement together with the other Credit Documents represent the entire agreement of the parties hereto and thereto, and supersede all prior agreements and understandings, oral or written, if any, including any commitment letters or correspondence relating to the Credit Documents or the transactions contemplated herein and therein.

  • DELETED At any time, after 60 (sixty) days from the Appointed Date, the Contractor may apply to the Authority for the second instalment of the Advance Payment along with an irrevocable and unconditional guarantee from a Bank for an amount equivalent to 110% (one hundred and ten per cent) of such instalment, substantially in the form provided at Annex-III of Schedule-G, to remain effective till the complete and full repayment thereof.

  • Entirety of the Agreement The terms and conditions of this Agreement and any of the attachments expressly incorporated by reference in this Agreement embody the entire agreement and understanding between the parties hereto, and there are no other agreements and understandings, oral or written, with reference to the subject matter hereof that are not merged herein and superseded hereby. No alteration, change or modification of the terms of the Agreement shall be valid unless made in a writing signed by both parties hereto and approved by the District’s governing body, the elected School Board, or its designee pursuant to official board policy. Contractor acknowledges, that pursuant to the doctrine of sovereign immunity, any purported oral modification to this Agreement is unenforceable.

  • Intentionally Deleted Intentionally Deleted.

  • Entirety of Agreement This Agreement represents the entire and integrated agreement between the parties and supersedes all prior negotiations, representations, and agreements, whether written or oral.

  • Substituting Any member of the bargaining unit who is directed by the principal or his/her designee to substitute for another employee for a full day will be compensated at their job classification wage or the substitute teacher’s wage, whichever is greater.

  • Right of Holders to Require the Company to Repurchase Notes Upon a Fundamental Change Subject to the other terms of this Section 4.02, if a Fundamental Change occurs, then each Holder will have the right (the “Fundamental Change Repurchase Right”) to require the Company to repurchase such Holder’s Notes (or any portion thereof in an Authorized Denomination) on the Fundamental Change Repurchase Date for such Fundamental Change for a cash purchase price equal to the Fundamental Change Repurchase Price.

  • Intentionally Omitted Intentionally Omitted.

  • Provisions Solely to Define Relative Rights The provisions of this Article XII are and are intended solely for the purpose of defining the relative rights of the Holders of the Securities on the one hand and the holders of Senior Debt on the other hand. Nothing contained in this Article XII or elsewhere in this Indenture or in the Securities is intended to or shall (a) impair, as between the Company and the Holders of the Securities, the obligations of the Company, which are absolute and unconditional, to pay to the Holders of the Securities the principal of and any premium and interest (including any Additional Interest) on the Securities as and when the same shall become due and payable in accordance with their terms, (b) affect the relative rights against the Company of the Holders of the Securities and creditors of the Company other than their rights in relation to the holders of Senior Debt or (c) prevent the Trustee or the Holder of any Security (or to the extent expressly provided herein, the holder of any Preferred Security) from exercising all remedies otherwise permitted by applicable law upon default under this Indenture, including filing and voting claims in any Proceeding, subject to the rights, if any, under this Article XII of the holders of Senior Debt to receive cash, property and securities otherwise payable or deliverable to the Trustee or such Holder.

  • DELETE IN ITS ENTIRETY AND REPLACE WITH THE FOLLOWING In the event of a bona fide sale or transfer of any store covered by this Agreement during the period hereof, the new owner of such transferee shall be notified of the existence of this Agreement. The former owner shall be required to meet any and all monetary benefits that employees have accumulated under this Agreement, but, except as provided in this Article, shall have no further or other obligations whatsoever, notwithstanding any other provision to the contrary in the Agreement.

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