MEMC Electronic Materials S Sample Clauses

MEMC Electronic Materials S p.A., a societa per azioni, or joint stock company, organized under the laws of the Republic of Italy.
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MEMC Electronic Materials S p.A. with its registered office at xxxxx Xxxxxx, x. 00, Xxxxxx 00000, Xxxxx with registered office in Novara, at Xxxxx Xxxxx Xxxxxx no. 31, registered with the Register of Enterprises of Novara, registration number and tax code 01256330158, (MEMC Italy)
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MEMC Electronic Materials S p.A. It is hereby acknowledged that, upon the request of CITICORP USA, Inc., a company existing under the laws of the United States of America, with registered office at 0 Xxxxx Xxx, Xxxxx 000, Xxx Xxxxxx, Xxxxxxxx, Xxxxxx Xxxxxx of America, acting also in the name and on behalf of [name of the New Secured Party], a company existing under the laws of [ ], with registered office at [], pursuant to Section 2 of the third degree deed of pledge (as supplemented, on March 3 2003, by the Italian Supplement to the Indenture Pledge Agreement executed in the United States of America by way of exchange of correspondence) dated November 13, 2001 (the "Deed of Pledge") by and between the sole shareholder MEMC Electronic Materials, Inc., a company duly incorporated and existing under the laws of the United States of America, with registered office c/o The Corporation Trust Company, Corporation Trust Center, 0000 Xxxxxx Xxxxxx, Xxxxxxxxxx, Xxxxxxxx, Xxxxxx Xxxxxx of America, as pledgor, and Citico rp USA, Inc., in its capacity as Collateral Agent (as defined therein), acting in its own name, and in the name and on behalf of the Secured Parties (as defined in the Deed of Pledge), the third degree pledge, already existing on this share certificate No. [ ] (the "Certificate") (currently held by Citicorp USA, Inc.), (the "Certificate") created by MEMC Electronic Materials, Inc., in favor of the Secured Parties is hereby extended, pari passu and with equal rights, also in favor of [name of the New Secured Party], as security for the full payment and punctual performance of the Indenture Obligations (as defined in the Deed of Pledge) with respect to [name of the New Secured Party], including those obligations arising from the Deed of Pledge, from the Indenture, the Notes and from the Security Documents, including the agreement executed in [], on [ ], by and between [name of the parties thereof, including the New Secured Party]. It is acknowledged that the third degree pledge created on the Certificate is governed by the Deed of Pledge, where applicable and, therefore, the voting rights, the right to receive dividends and the relating administrative rights, are governed by Section 5 of the Deed of Pledge. It is also acknowledged that, pursuant to the Deed of Pledge, Citicorp USA, Inc., in its capacity as Collateral Agent, hereby receives the pledge to which this annotation pertains and, thus, in addition to maintaining the uninterrupted custody of the Certificate in the intere...
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MEMC Electronic Materials S p.A. with its registered office at xxxxx Xxxxxx, x. 00, Xxxxxx 00000, Xxxxx (MEMC Italy)
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MEMC Electronic Materials S p.A. Italy 100% (Borrower) MEMC Electronic Materials (UK) Ltd. United Kingdom 100% (MEMC Electronic Materials, S.p.A.) MEMC Holding B.V. The Netherlands 100% (MEMC Electronic Materials, S.p.A.) MEMC Holdings Corporation Delaware 100% (Borrower) MEMC International, Inc. Delaware 100% (Borrower) MEMC Japan Ltd. Japan 100% (Borrower) MEMC Korea Company South Korea 40% (MEMC International, Inc.) 40% (MEMC Holding B.V.) MEMC Kulim Electronic Materials, Sdn. Bhd. Malaysia 75% (MEMC International, Inc.) MEMC Pasadena, Inc. Delaware 100% (Borrower) MEMC Singapore Pte. Ltd. Singapore 100% (MEMC International, Inc.) Taisil Electronic Materials Corporation Taiwan 54.95% (Borrower) 45.00% (MEMC International, Inc.) TO AMENDMENT NO. 1 FOR MEMC ELECTRONIC MATERIALS, INC. GUARANTOR ACKNOWLEDGMENT The undersigned each consents and agrees to and acknowledges the terms of the foregoing Amendment No. 1 to Credit Agreement, dated as of December 20, 2006 (the “Amendment”). The undersigned each further agrees that its respective obligations pursuant to the Subsidiary Guaranty shall remain in full force and effect and be unaffected hereby. The undersigned each hereby represents and warrants that there exists no claim or offset against, or defense or counterclaim to, any of its obligations or liabilities under the Credit Agreement or the Subsidiary Guaranty, as applicable, or any other Credit Document to which it is a party.
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MEMC Electronic Materials S. P.A. By: ------------------------------------ Title: ADVANCES AND PAYMENTS OF PRINCIPAL ======================== ====================== ====================== ======================== ==================== Amount of Principal Unpaid Principal Date Amount of Advance Paid or Prepaid Balance Notation Made By ------------------------ ---------------------- ---------------------- ------------------------ -------------------- ------------------------ ---------------------- ---------------------- ------------------------ -------------------- ------------------------ ---------------------- ---------------------- ------------------------ -------------------- ------------------------ ---------------------- ---------------------- ------------------------ -------------------- ------------------------ ---------------------- ---------------------- ------------------------ -------------------- ------------------------ ---------------------- ---------------------- ------------------------ -------------------- ------------------------ ---------------------- ---------------------- ------------------------ -------------------- ------------------------ ---------------------- ---------------------- ------------------------ -------------------- ------------------------ ---------------------- ---------------------- ------------------------ -------------------- ------------------------ ---------------------- ---------------------- ------------------------ -------------------- ------------------------ ---------------------- ---------------------- ------------------------ -------------------- ------------------------ ---------------------- ---------------------- ------------------------ -------------------- ------------------------ ---------------------- ---------------------- ------------------------ -------------------- ------------------------ ---------------------- ---------------------- ------------------------ -------------------- ------------------------ ---------------------- ---------------------- ------------------------ -------------------- ------------------------ ---------------------- ---------------------- ------------------------ -------------------- ------------------------ ---------------------- ---------------------- ------------------------ -------------------- ------------------------ ---------------------- ---------------------- ------------------------ -------------------- ------------------------ ---------------------- ---------------------- -----------------...
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Related to MEMC Electronic Materials S

  • SALES MATERIALS; PRIVACY 4.1. The Company will furnish, or will cause to be furnished, to the Trust and the Distributor, each piece of sales literature or other promotional material in which the Trust, the Distributor or Adviser is named, at least ten (10) Business Days prior to its intended use. No such material will be used if the Trust or the Distributor objects to its use in writing within ten (10) Business Days after receipt of such material.

  • Authorized Sales Materials The Dealer Manager shall use and distribute in conjunction with the offer and sale of any Offered Shares only the Prospectus and the Authorized Sales Materials.

  • Advertising Materials; Filed Documents (a) Advertising and sales literature with respect to any Fund prepared by the Company or its agents for use in marketing its Contracts will be submitted to that Fund or its designee for review before such material is submitted to any regulatory body for review. No such material shall be used if the Fund or its designee reasonably objects to such use in writing, transmitted by facsimile within two business days after receipt of such material.

  • Electronic Communications; Voice Mail Electronic mail and internet websites may be used only for routine communications, such as financial statements, Borrowing Base Certificates and other information required by Section 10.1.2, administrative matters, distribution of Loan Documents for execution, and matters permitted under Section 4.1.4. Agent and Lenders make no assurances as to the privacy and security of electronic communications. Electronic and voice mail may not be used as effective notice under the Loan Documents.

  • Electronic Mail Electronic mail may be used to distribute routine communications, such as financial statements and other information, and documents to be signed by the parties hereto; provided, however, that no Notice of Borrowing, signature, or other notice or document intended to be legally binding shall be effective if sent by electronic mail.

  • Materials Transfer In order to facilitate the Development activities contemplated by this Agreement, either Party may provide to the other Party certain biological materials or chemical compounds Controlled by the supplying Party (collectively, “Materials”) for use by the other Party in furtherance of such Development activities. Except as otherwise provided for under this Agreement, all such Materials delivered to the other Party will remain the sole property of the supplying Party, will be used only in furtherance of the Development activities conducted in accordance with this Agreement, will not be used or delivered to or for the benefit of any Third Party, except for subcontractors, without the prior written consent of the supplying Party, and will be used in compliance with all Applicable Laws. The Materials supplied under this Agreement must be used with prudence and appropriate caution in any experimental work because not all of their characteristics may be known. Except as expressly set forth in this Agreement, THE MATERIALS ARE PROVIDED “AS IS” AND WITHOUT ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF MERCHANTABILITY OR OF FITNESS FOR ANY PARTICULAR PURPOSE OR ANY WARRANTY THAT THE USE OF THE MATERIALS WILL NOT INFRINGE OR VIOLATE ANY PATENT OR OTHER PROPRIETARY RIGHTS OF ANY THIRD PARTY.

  • Limited Use of Electronic Mail Electronic mail and Internet and intranet websites may be used only to distribute routine communications, such as financial statements and other information as provided in Section 6.02, and to distribute Loan Documents for execution by the parties thereto, and may not be used for any other purpose.

  • Electronic Information Each Member hereby agrees that all current and future notices, confirmations and other communications may be made by the Company via email, sent to the email address of record of the Member provided to the Company as changed or updated from time to time, without necessity of confirmation of receipt, delivery or reading, and such form of electronic communication is sufficient for all matters regarding the relationship between the Company and the Members except as otherwise required by law. If any such electronically sent communication fails to be received for any reason, including but not limited to such communications being diverted to the recipients spam filters by the recipients email service provider, or due to a recipient’s change of address, or due to technology issues by the recipients service provider, the parties agree that the burden of such failure to receive is on the recipient and not the sender, and that the sender is under no obligation to resend communications via any other means, including but not limited to postal service or overnight courier, and that such communications shall for all purposes, including legal and regulatory, be deemed to have been delivered and received. Except as required by law, no physical, paper documents will be sent to Members, and a Member desires physical documents then such Member agrees to be satisfied by directly and personally printing, at such Member’s own expense, the electronically sent communication(s) and maintaining such physical records in any manner or form that a Member desires.

  • Electronic Systems (i) Each Loan Party agrees that the Administrative Agent may, but shall not be obligated to, make Communications (as defined below) available to the Issuing Bank and the other Lenders by posting the Communications on Debt Domain, Intralinks, Syndtrak, ClearPar or a substantially similar Electronic System.

  • Posting of Approved Electronic Communications (i) Each of the Lenders and each Loan Party agrees that the Administrative Agent may, but shall not be obligated to, make the Approved Electronic Communications available to the Lenders by posting such Approved Electronic Communications on DebtDomain or a substantially similar electronic platform chosen by the Administrative Agent to be its electronic transmission system (the “Approved Electronic Platform”).

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