LOCK-UP - CREDITON Sample Clauses

LOCK-UP - CREDITON. 7.1 Subject to clause 7.2, in respect of the 50% of the number of shares of Common Stock set opposite its name in Exhibit A hereto (the "CREDITON LOCK-UP STOCK"), Crediton agrees not to Transfer (other than to a Permitted Transferee in accordance with this Agreement) any of the Crediton Lock-up Stock until 8 July 2001 and thereafter for a further period of two years not to Transfer (other than to a Permitted Transferee in accordance with this Agreement) more than 50% of the Crediton Lock-up Stock. 7.2 The following exceptions to clause 7.1 are hereby agreed: (a) if Xxxxxxxx X. Xxxxx ceases to be employed by the Group then Crediton will be released from its obligations in clause 7.1; (b) if any Party other than the October Trust Transfers (other than to a Permitted Transferee in accordance with this Agreement) any Common Stock then Crediton will be released from its obligations under clause 7.1 in respect of such Common Stock that is the same percentage of all the Crediton Lock-up Stock (or after 8 July 2001 the same percentage as half the Crediton Lock-up Stock), as the percentage that the Common Stock being sold is of all the Common Stock held by the Parties other than Crediton and October Trust; and (c) if the Common Stock held by the Parties (other than Crediton and the October Trust) ceases to represent 7% or more of the total Common Stock of Getty Images outstanding from time to time then Crediton shall be released from its obligations under clause 7.1. 7.3 In consideration of the agreement set forth above: (a) Getty Investments will pay to Crediton an annual fee according to the Schedule provided in paragraph (b). (b) The fees payable under paragraph (a) shall be as follows: YEAR BEGINNING FEE AMOUNT 08/07/98 Fee payable at 08/07/97 multiplied by (1+2/3 RPI increase from May 1997 to May 1998) 08/07/00 Fee payable at 08/07/99 multiplied by (1+2/3 RPI increase from May 1999 to May 2000) 08/07/01 Fee payable at 08/07/00 multiplied by (1+2/3 RPI increase from May 2000 to May 2001) 08/07/02 Fee payable at 08/07/01 multiplied by (1+2/3 RPI increase from May 2001 to May 2002) (c) Such annual fee will be payable in advance on 8 July of each year.
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Related to LOCK-UP - CREDITON

  • Lock-Up Agreement The Underwriters shall have received all of the Lock-Up Agreements referenced in Section 4 and the Lock-Up Agreements shall remain in full force and effect.

  • Lock-Ups The Purchaser acknowledges that the Securities will be subject to the Lock-ups contained in the Insider Letter.

  • Used in Lock-up Agreement For purposes of the letter agreement to which this Annex A is attached and of which it is made a part:

  • Existing Lock-Up Agreement The Company will enforce all existing agreements between the Company and any of its security holders that prohibit the sale, transfer, assignment, pledge or hypothecation of any of the Securities in connection with the Offering. In addition, the Company will direct the Company’s transfer agent to place stop transfer restrictions upon any such Securities of the Company that are bound by such existing “lock-up” agreements for the duration of the periods contemplated in such agreements.

  • Interest for Account of Swing Line Lender The Swing Line Lender shall be responsible for invoicing the Borrower for interest on the Swing Line Loans. Until each Lender funds its Base Rate Committed Loan or risk participation pursuant to this Section 2.04 to refinance such Lender’s Applicable Percentage of any Swing Line Loan, interest in respect of such Applicable Percentage shall be solely for the account of the Swing Line Lender.

  • Lock-Up Subscriber acknowledges that the Securities will be subject to lock-up provisions (the “Lock-up”) contained in the Insider Letter.

  • Termination of Revolving Credit Facility The Revolving Credit Facility and the Revolving Credit Commitments shall terminate on the Revolving Credit Maturity Date.

  • Interest for Account of Swingline Lender The Swingline Lender shall be responsible for invoicing the Borrower for interest on the Swingline Loans. Until each Revolving Lender funds its Base Rate Loan or risk participation pursuant to this Section 2.04 to refinance such Revolving Lender’s Applicable Revolving Percentage of any Swingline Loan, interest in respect of such Applicable Revolving Percentage shall be solely for the account of the Swingline Lender.

  • Agreement to Make Swingline Loans Subject to the terms and conditions set forth herein, each Swingline Lender severally agrees to make Swingline Loans under each Revolving Commitment of such Swingline Lender to the Borrower from time to time during the Availability Period, in Dollars, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans exceeding $50,000,000 or any Swingline Lender’s outstanding Swingline Loans exceeding the amount set forth opposite the name of such Swingline Lender on Schedule IX, (ii) the sum of any Swingline Lender’s outstanding Dollar Loans, its Dollar LC Exposure and its outstanding Swingline Loans exceeding its Dollar Commitment, (iii) the sum of any Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency LC Exposure and its outstanding Swingline Loans exceeding its Multicurrency Commitment, (iv) the total Revolving Dollar Credit Exposures exceeding the aggregate Dollar Commitments, (v) the total Revolving Multicurrency Credit Exposures exceeding the aggregate Multicurrency Commitments or (vi) the total Covered Debt Amount exceeding the Borrowing Base then in effect; provided that no Swingline Lender shall be required to make a Swingline Loan to refinance an outstanding Swingline Loan. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, repay, prepay and reborrow Swingline Loans.

  • Disbursement of Revolving Credit and Swingline Loans Not later than 2:00 p.m. on the proposed borrowing date, (i) each Revolving Credit Lender will make available to the Administrative Agent, for the account of the Borrower, at the office of the Administrative Agent in funds immediately available to the Administrative Agent, such Revolving Credit Lender’s Revolving Credit Commitment Percentage of the Revolving Credit Loans to be made on such borrowing date and (ii) the Swingline Lender will make available to the Administrative Agent, for the account of the Borrower, at the office of the Administrative Agent in funds immediately available to the Administrative Agent, the Swingline Loans to be made on such borrowing date. The Borrower hereby irrevocably authorizes the Administrative Agent to disburse the proceeds of each borrowing requested pursuant to this Section in immediately available funds by crediting or wiring such proceeds to the deposit account of the Borrower identified in the most recent notice substantially in the form attached as Exhibit C (a “Notice of Account Designation”) delivered by the Borrower to the Administrative Agent or as may be otherwise agreed upon by the Borrower and the Administrative Agent from time to time. Subject to Section 5.7 hereof, the Administrative Agent shall not be obligated to disburse the portion of the proceeds of any Revolving Credit Loan requested pursuant to this Section to the extent that any Revolving Credit Lender has not made available to the Administrative Agent its Revolving Credit Commitment Percentage of such Loan. Revolving Credit Loans to be made for the purpose of refunding Swingline Loans shall be made by the Revolving Credit Lenders as provided in Section 2.2(b).

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