Minority Interests. Prior to the Harbor Contribution, Harbor shall use its reasonable best efforts to acquire, or cause the applicable member of the Harbor Group, as the case may be, to acquire, all of the outstanding Spinco Minority Interest Shares owned by the JV Minority Shareholders, in exchange for, in the sole discretion of Harbor, cash and/or shares of Spinco Common Stock (the number of such shares issued to the JV Minority Shareholders, the “JV Minority Spinco Share Number”). If Harbor shall be unable to acquire any of such Spinco Minority Interest Shares, they shall remain outstanding.
Minority Interests. When two or more AACS Founders, Adopters, Content Providers, Fellow Content Participants and/or AACS Online Service Providers each have an ownership interest in a third party, where and only so long as each such Founder, Adopter, Fellow Content Participant, Content Provider and/or AACS Online Service Provider owns a voting interest in ownership interests or securities of at least twenty percent (20%) and in aggregate between them own a voting interest in ownership interests or securities of more than fifty percent (50%), then each such Founder, Adopter, Fellow Content Participant, Content Provider and/or AACS Online Service Provider (a “Joint Owner”) shall be considered a Joint Owner of such third party (a “Jointly Owned Party”). Each Joint Owner, with respect to a Jointly Owned Party, shall have the following obligations:
2.8.1 In the event that a Jointly Owned Party does not offer a patent license under reasonable and non-discriminatory terms (for avoidance of doubt, such terms need not be the same as the terms of an AACS Approved License to be considered reasonable and non-discriminatory) to a requesting Adopter, Fellow Content Provider, Fellow Content Participant or AACS Online Service Provider for the purpose of implementing AACS Technology in Licensed Products, Robust Inactive Products, Licensed Components or AACS Online Services or using AACS Technology in Licensed Production/Test Tools, or to a requesting Founder or AACS LA itself for the purpose of licensing the AACS Technology, operating the AACS key generation facility or operating an AACS Online Service, under patent claims of the Jointly Owned Party that would (if such patent claims were owned by the Joint Owner) be within the scope of the non- assertion provisions of such a Joint Owner’s agreement with AACS LA, or in the event that a Jointly Owned Party files for or is granted injunctive relief against AACS LA or a Founder, Adopter, Content Provider, Fellow Content Participant or AACS Online Service Provider (“Requesting Party”) for, as is applicable, the license of AACS Technology or the operation of the AACS key generation facility or the implementation of AACS Technology in Licensed Products, Robust Inactive Products, Licensed Components or AACS Online Services or the use of AACS Technology in Licensed Production/Test Tools, such Requesting Party may request the assistance of a Joint Owner, who shall, upon receipt of such a request, use reasonable efforts to facilitate communication among ...
Minority Interests. All Consolidated Affiliates of Borrower having minority interests are set forth on Schedule 6.20 (as supplemented from time to time).
Minority Interests. Except for the Persons identified in Schedule 11.1(e) holding the interests in the Yelmo Group Companies identified on that Schedule, no Person other than RE shall have an equity interest in any Yelmo Group Company and LTM shall have received evidence to that effect satisfactory to it.
Minority Interests. Other than the OTR Minority Interest, the Borrower owns no other minority interests in partnerships, joint ventures, corporations or other entities.
Minority Interests. The parties hereto acknowledge and agree that the Contributor does not own all of the membership interests of the Company, and that the payoff of any indebtedness of the Company, and the return and replenishment of the reserve accounts as set forth above shall take the same into account.
Minority Interests. The Company shall have acquired for no consideration the equity interests in its Subsidiaries held by each of the Persons listed in Section 4.16 of the Company Disclosure Letter, in each case on terms and conditions satisfactory to the Purchaser, acting reasonably.
Minority Interests. Except as set forth in Section 5.5 of the Company Disclosure Schedule, as of the date hereof, neither the Company nor any of its Subsidiaries owns any capital stock or other equity interests (or any securities convertible into or exercisable or exchangeable for, or option or other rights to acquire, any capital stock or other equity interest in) any other Person.
Minority Interests. Within sixty (60) days after the Closing, Buyer will offer to purchase the outstanding shares of minority interests in the APC Subsidiaries outstanding as of the Closing Date at a price calculated in accordance with the applicable formula in the respective buy-sell agreements entered into by such minority shareholders; provided that, Buyer, may, in its sole discretion, determine whether to make such an offer to the minority shareholder(s), if any, of Lees Xxxxxxx Xxxry (Holdings), Ltd. In the event that any holder of minority interests in the APC Subsidiaries elects not to sell its minority shares to Buyer, Buyer shall have no further obligation with respect to such minority shareholders under this Agreement, except as otherwise provided.
Minority Interests. 28 6.21 Year 2000 Compliance.......................................................... 28
