LOCK IN OBLIGATIONS Sample Clauses

LOCK IN OBLIGATIONS. (a) Subject to Applicable Laws, the Founders shall ensure that any Equity Shares that are subject to a “lock in” as “promoters’ shares” after the Qualified Initial Public Offering, or other restriction for the purposes of facilitating or making such Qualified Initial Public Offering, will be the Equity Shares held by the Founders. Under no circumstances shall the Investors be regarded or construed as a “promoter” under or pursuant to the SEBI Guidelines and the Equity Shares held by the Investors will not be subject to any “lock in” after the Qualified Initial Public Offering. Without limiting the generality of the foregoing, the Founders shall ensure that the Company, and the Company, shall not by way of any contractual agreements or by way of any public announcement, any representation made to any third party or any filing made to any governmental authority: (i) construe the Investors to be, or hold the Investors out to be, a founder / promoter or of the Company, or (ii) take any other action or omit to take any action that could reasonably be construed to have the effect of subjecting the Investors to any limitation or obligation imposed by the SEBI Guidelines. (b) For purposes of Clause 11.2(a) the reference to “promoter” herein shall have and bear the same meaning as in the SEBI Guidelines, and the reference to “lock in as promoters’ shares” shall mean and refer to the minimum promoters’ contribution (if any) to be locked-in post the date of allotment in the Qualified Initial Public Offering for such period as may be specified in the SEBI Guidelines. (c) If the number of Equity Shares held by the Founders and available to be locked in as promoters’ shares or otherwise are not sufficient for such purposes as prescribed by the SEBI Guidelines, the Company shall, and the Founders shall cause the Company to, approach the Securities Regulator to seek a dispensation or appropriate order of such requirements as to avoid such lock in. (d) If the Securities Regulator denies any such dispensation, or if no order is forthcoming from such Securities Regulator within a period of 90 (ninety) days (or such other extended period as may be agreed to by the Requisite Investors) after an application in this behalf is made by the Company, the Founders shall cause any or all other Shareholders (other than the Investors) to proportionately earmark such quantity or all of their Equity Shares as may be necessary towards any such lock in as promoters’ shares and, in such even...
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LOCK IN OBLIGATIONS. (i) The Concessionaire shall at all times during the Construction Period hold and maintain the same shareholding pattern as was present at the time of the execution of this Agreement. (ii) Any change in the shareholding pattern (of members other than the Lead Member) of the Concessionaire may be permitted only after completion of 3 (three) years from the occurrence of the Operations Date subject to a written approval from Grantor ULB [ x] months prior to the change in the shareholding is proposed to take place. Provided, however, the Lead Member shall not be permitted to change/dilute its shareholding of 51% at any stage during the Term.
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Related to LOCK IN OBLIGATIONS

  • Certain Obligations Whenever this Agreement requires any of the Subsidiaries of any Party to take any action, this Agreement will be deemed to include an undertaking on the part of such Party to cause such Subsidiary to take such action.

  • Surety Obligations No Borrower or Subsidiary is obligated as surety or indemnitor under any bond or other contract that assures payment or performance of any obligation of any Person, except as permitted hereunder.

  • Unsecured Obligations The obligations of the Company to the Purchasers under the Subordinated Notes shall be unsecured.

  • Guarantied Obligations Each Guarantor, in consideration of the execution and delivery of the Note Purchase Agreement, the purchase of the Notes by the Purchasers and other consideration, hereby irrevocably, unconditionally, absolutely, jointly and severally guarantees, on a continuing basis, to each holder of Notes (each such holder being referred to herein as a "Noteholder" and, collectively, as the "Noteholders"), whether such Note has been issued, is being issued on the date hereof or is hereafter issued in compliance with the provisions of the Note Purchase Agreement, as and for each Guarantor's own debt, until final and indefeasible payment has been made in cash (a) the due and punctual payment of the principal of and accrued and unpaid interest (including, without limitation, interest which otherwise may cease to accrue by operation of any insolvency law, rule, regulation or interpretation thereof) and Make-Whole Amount, if any, and any other fees and expenses, on the Notes at any time outstanding and the due and punctual payment of all other amounts payable, and all other indebtedness owing, by the Company to the Noteholders under the Note Purchase Agreement and the Notes, in each case when and as the same shall become due and payable, whether at maturity, pursuant to optional prepayment, by acceleration or otherwise, all in accordance with the terms and provisions hereof and thereof, including, without limitation, overdue interest, indemnification payments and all reasonable costs and expenses incurred by the Noteholders in connection with enforcing any obligations of the Company under the Note Purchase Agreement and the Notes; it being the intent of each Guarantor that the guaranty set forth herein shall be a continuing guaranty of payment and not a guaranty of collection; and (b) the prompt and complete payment, on demand, of any and all reasonable costs and expenses incurred by the Noteholders in connection with enforcing the obligations of such Guarantor hereunder, including, without limitation, the reasonable fees and disbursements of the Noteholders' special counsel.

  • Guaranty Obligations Unless otherwise specified, the amount of any Guaranty Obligation shall be the lesser of the principal amount of the obligations guaranteed and still outstanding and the maximum amount for which the guaranteeing Person may be liable pursuant to the terms of the instrument embodying such Guaranty Obligation.

  • Prior Obligations I represent that my performance of all terms of this Agreement as a consultant of the Company has not breached and will not breach any agreement to keep in confidence proprietary information, knowledge or data acquired by me prior or subsequent to the commencement of my Relationship with the Company, and I will not disclose to the Company, or use, any inventions, confidential or non-public proprietary information or material belonging to any current or former client or employer or any other party. I will not induce the Company to use any inventions, confidential or non-public proprietary information or material belonging to any current or former client or employer or any other party.

  • Unsecured Obligation Your Award is unfunded, and as a holder of a vested Award, you shall be considered an unsecured creditor of the Company with respect to the Company’s obligation, if any, to issue shares or other property pursuant to this Agreement. You shall not have voting or any other rights as a stockholder of the Company with respect to the shares to be issued pursuant to this Agreement until such shares are issued to you pursuant to Section 6 of this Agreement. Upon such issuance, you will obtain full voting and other rights as a stockholder of the Company. Nothing contained in this Agreement, and no action taken pursuant to its provisions, shall create or be construed to create a trust of any kind or a fiduciary relationship between you and the Company or any other person.

  • Valid Obligations The execution, delivery and performance of the Loan Documents have been duly authorized by all necessary corporate action and each represents a legal, valid and binding obligation of Borrower and is fully enforceable according to its terms, except as limited by laws relating to the enforcement of creditors' rights.

  • USER OBLIGATIONS As a user of the Website or Services, You may be asked to register with Us. When You do so, You will choose a user identifier, which may be Your email address or another term, as well as a password. You may also provide personal information, including, but not limited to, Your name. You are responsible for ensuring the accuracy of this information. This identifying information will enable You to use the Website and Services. You must not share such identifying information with any third party, and if You discover that Your identifying information has been compromised, You agree to notify Us immediately in writing. Email notification will suffice. You are responsible for maintaining the safety and security of Your identifying information as well as keeping Us apprised of any changes to Your identifying information. Providing false or inaccurate information, or using the Website or Services to further fraud or unlawful activity is grounds for immediate termination of this Agreement.

  • Excluded Obligations Notwithstanding anything to the contrary expressed or implied in the Finance Documents, the Security Agent shall not: (a) be bound to enquire as to (i) whether or not any Default has occurred or (ii) the performance, default or any breach by a Transaction Obligor of its obligations under any of the Finance Documents; (b) be bound to account to any other Party for any sum or the profit element of any sum received by it for its own account; (c) be bound to disclose to any other person (including but not limited to any Secured Party) (i) any confidential information or (ii) any other information if disclosure would, or might in its reasonable opinion, constitute a breach of any law or be a breach of fiduciary duty; (d) have or be deemed to have any relationship of trust or agency with, any Obligor.

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