NETIA HOLDINGS S Sample Clauses

NETIA HOLDINGS S. A., a joint stock company incorporated under the laws of Poland, with registered office in Warsaw, at ul. Poleczki 13, Poland entered in the register of entrepreneurx xxxx xx xxx Xxxxxxxx Court in Warsaw, XX Commercial Division of National Court Register, under number KRS 0000041649 ("NETIA HOLDINGS");
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NETIA HOLDINGS S. A., on behalf of itself and the other companies in the Company Group By: /S/ EWA DON-SIEMION ------------------------------------------- Name: Ewa Don-Siemion Title: Vice Presxxxnt, Lxxxx By: /S/ AVRAHAM_HOCHMAN ------------------------------------------- Name: Avraham Hochman Title: Chief Finxxxxxx Xxxxxxx Cadwalader, Wickersham & Taft, on bexxxx xx xxe Xxxxxxxxx By: /S/ CADWALADER, WICKERSHAM & TAFT ------------------------------------------- Name: Richard L. Nevins Title: Partner cc: Michael Brady, Weil, Gotshal & Manges Xxx Xxxld, Xxlex & Xxxry Jan-Henxxx Xxxxxll, Xxxia Xxxxxx Xxxxxx, X.M. Warburx, Xxxxxx & Xx. Xxxerxxxxxxxx Xxx. [LETTER AGREEMENT SIGNATURE PAGE] Acknowledged and agreed as of the date first written above: JP MORGAN CHASE BANK By: /S/ LEE X. XXXXXX ----------------------------------------- Name: Lee J. Frewin Title: Managing Xxxxxxxx TELIA AB (publ.) By: /S/ MARIANNE NIVERT ----------------------------------------- Name: Marianne Nivert Title: Presidexx xxx XXX WARBURG, PINCUS EQUITY PARTNERS, L.P. By Waxxxxx, Pincus & Co., its General Partner Xx: /S/ EDWARD MC KINLEY ----------------------------------------- Name: Edward Mc Kinley Title: Partnex WARBURG, PINCUS VENTURES INTERNATIONAL, L.P. Xx Xarburg, Pincus & Co., its General Partner Xx: /S/ EDWARD MC KINLEY ----------------------------------------- Name: Edward Mc Kinley Title: Partnex [LETTER AGREEMENT SIGNATURE PAGE] WARBURG, PINCUS NETHERLANDS EQUITY PARTNERS I, C.V. Xx Xxrburg, Pincus & Co., its General Partner By: /S/ XXXXXD MC KINLEY ------------------------------------------------- Name: Edward Mc Kinley Title: Partner WARBURG, PINCUS NETHERLANDS EQUITY PARTNERS II, C.V. Xx Xarburg, Pincus & Co., its General Partner By: /S/ XXXXXD MC KINLEY ------------------------------------------------- Name: Edward Mc Kinley Title: Partner WARBURG, PINCUS NETHERLANDS EQUITY PARTNERS III, C.V. Xx Warburg, Pincus & Co., its General Partner By: /S/ XXXXXD MC KINLEY ------------------------------------------------- Name: Edward Mc Kinley Title: Partner WARBURG NETIA HOLDING LIMITED By: /S/ JOSXXX XXXXXX ------------------------------------------------- Name: Joseph Schull Title: Attorney
NETIA HOLDINGS S. A. a joint-stock company incorporated in the Republic of Poland (the "COMPANY").
NETIA HOLDINGS S. A. By: -------------------------------- Name: Title: MEIR SREBERNIK as Attorney-in-Fact on behalf of the Selling Stockholders By: -------------------------------- Name: Meir Srebernik Title: Attorney-in-Fact EXHIBIT C CONFIRMATION OF DEPOSIT AND RECEIPT OF OPTION SHARES __ _____ 1999 ING Barings (Warsaw Branch) ------------------ ------------------ Poland Ladies and Gentlemen: In accordance with notice of an over-allotment option exercise pursuant to Section 2 of the Underwriting Agreement, dated ___ July 1999, among Netia Holdings S.A. (the "COMPANY"), the Selling Stockholders (as defined therein) and Xxxxxxxxx, Xxxxxx & Xxxxxxxx International, Xxxxxx Brothers International (Europe), Credit Suisse First Boston (Europe) Limited, ABN AMRO Rothschild and Deutsche Bank AG London, as representatives of the several underwriters named on Schedule I to the Underwriting Agreement, I do hereby deliver to ING Bank N.V. (Warsaw Branch), acting as escrow agent pursuant to the Escrow Agreement dated ___ August 1999, certificates representing the aggregate number set forth below of the Company's common shares, nominal value Pln 6.00 per share for deposit to the Option Share Blocked Account (as defined in the Escrow Agreement) indicated below.
NETIA HOLDINGS S. A. ------------------------------------------------------ TERMINATION AGREEMENT ------------------------------------------------------ CONTENTS Section Page
NETIA HOLDINGS S. A., a Polish joint stock company (the "COMPANY");

Related to NETIA HOLDINGS S

  • Holdings The term "Holdings" shall have the meaning set forth in the preface.

  • PORTFOLIO HOLDINGS The Adviser will not disclose, in any manner whatsoever, any list of securities held by the Portfolio, except in accordance with the Portfolio’s portfolio holdings disclosure policy.

  • S&P Standard & Poor’s Ratings Service, a division of The XxXxxx-Xxxx Companies.

  • Sole Member As of the date hereof, the Member is the sole member of the Company and owns 100% of the membership interests of the Company and no other person has any right to take part in the ownership of the Company.

  • Interest of Departing General Partner and Successor General Partner (a) In the event of (i) withdrawal of the General Partner under circumstances where such withdrawal does not violate this Agreement or (ii) removal of the General Partner by the holders of Outstanding Units under circumstances where Cause does not exist, if the successor General Partner is elected in accordance with the terms of Section 11.1 or Section 11.2, the Departing General Partner shall have the option, exercisable prior to the effective date of the withdrawal or removal of such Departing General Partner, to require its successor to purchase its General Partner Interest and its or its Affiliates’ general partner interest (or equivalent interest), if any, in the other Group Members and all of its or its Affiliates’ Incentive Distribution Rights (collectively, the “Combined Interest”) in exchange for an amount in cash equal to the fair market value of such Combined Interest, such amount to be determined and payable as of the effective date of its withdrawal or removal. If the General Partner is removed by the Unitholders under circumstances where Cause exists or if the General Partner withdraws under circumstances where such withdrawal violates this Agreement, and if a successor General Partner is elected in accordance with the terms of Section 11.1 or Section 11.2 (or if the business of the Partnership is continued pursuant to Section 12.2 and the successor General Partner is not the former General Partner), such successor shall have the option, exercisable prior to the effective date of the withdrawal or removal of such Departing General Partner (or, in the event the business of the Partnership is continued, prior to the date the business of the Partnership is continued), to purchase the Combined Interest for such fair market value of such Combined Interest. In either event, the Departing General Partner shall be entitled to receive all reimbursements due such Departing General Partner pursuant to Section 7.4, including any employee-related liabilities (including severance liabilities), incurred in connection with the termination of any employees employed by the Departing General Partner or its Affiliates (other than any Group Member) for the benefit of the Partnership or the other Group Members. For purposes of this Section 11.3(a), the fair market value of the Combined Interest shall be determined by agreement between the Departing General Partner and its successor or, failing agreement within 30 days after the effective date of such Departing General Partner’s withdrawal or removal, by an independent investment banking firm or other independent expert selected by the Departing General Partner and its successor, which, in turn, may rely on other experts, and the determination of which shall be conclusive as to such matter. If such parties cannot agree upon one independent investment banking firm or other independent expert within 45 days after the effective date of such withdrawal or removal, then the Departing General Partner shall designate an independent investment banking firm or other independent expert, the Departing General Partner’s successor shall designate an independent investment banking firm or other independent expert, and such firms or experts shall mutually select a third independent investment banking firm or independent expert, which third independent investment banking firm or other independent expert shall determine the fair market value of the Combined Interest. In making its determination, such third independent investment banking firm or other independent expert may consider the then current trading price of Units on any National Securities Exchange on which Units are then listed or admitted to trading, the value of the Partnership’s assets, the rights and obligations of the Departing General Partner, the value of the Incentive Distribution Rights and the General Partner Interest and other factors it may deem relevant.

  • HORIZONR Gateway HORIZONR Gateway provides customers with the ability to (i) generate reports using information maintained on the Multicurrency HORIZONR Accounting System which may be viewed or printed at the customer’s location; (ii) extract and download data from the Multicurrency HORIZONR Accounting System; and (iii) access previous day and historical data. The following information which may be accessed for these purposes: 1) holdings; 2) holdings pricing; 3) transactions, 4) open trades; 5) income; 6) general ledger and 7) cash.

  • Acquisition Corp Acquisition Corp. is a wholly-owned Delaware subsidiary of Parent that was formed specifically for the purpose of the Merger and that has not conducted any business or acquired any property, and will not conduct any business or acquire any property prior to the Closing Date, except in preparation for and otherwise in connection with the transactions contemplated by the Merger Documents and the other agreements to be made pursuant to or in connection with the Merger Documents.

  • SUCCESSOR TO THE HOLDING COMPANY The Holding Company shall require any successor or assignee, whether direct or indirect, by purchase, merger, consolidation or otherwise, to all or substantially all the business or assets of the Institution or the Holding Company, expressly and unconditionally to assume and agree to perform the Holding Company's obligations under this Agreement, in the same manner and to the same extent that the Holding Company would be required to perform if no such succession or assignment had taken place.

  • Interest of Departing Partner and Successor General Partner (a) In the event of (i) withdrawal of the General Partner under circumstances where such withdrawal does not violate this Agreement or (ii) removal of the General Partner by the holders of Outstanding Units under circumstances where Cause does not exist, if the successor General Partner is elected in accordance with the terms of Section 11.1 or 11.2, the Departing Partner shall have the option, exercisable prior to the effective date of the departure of such Departing Partner, to require its successor to purchase its General Partner Interest and its general partner interest (or equivalent interest), if any, in the other Group Members and all of its Incentive Distribution Rights (collectively, the “Combined Interest”) in exchange for an amount in cash equal to the fair market value of such Combined Interest, such amount to be determined and payable as of the effective date of its departure. If the General Partner is removed by the Unitholders under circumstances where Cause exists or if the General Partner withdraws under circumstances where such withdrawal violates this Agreement, and if a successor General Partner is elected in accordance with the terms of Section 11.1 or 11.2, such successor shall have the option, exercisable prior to the effective date of the departure of such Departing Partner, to purchase the Combined Interest for such fair market value of such Combined Interest of the Departing Partner. In either event, the Departing Partner shall be entitled to receive all reimbursements due such Departing Partner pursuant to Section 7.4, including any employee-related liabilities (including severance liabilities), incurred in connection with the termination of any employees employed by the Departing Partner for the benefit of the Partnership or the other Group Members. For purposes of this Section 11.3(a), the fair market value of the Departing Partner’s Combined Interest shall be determined by agreement between the Departing Partner and its successor or, failing agreement within 30 days after the effective date of such Departing Partner’s departure, by an independent investment banking firm or other independent expert selected by the Departing Partner and its successor, which, in turn, may rely on other experts, and the determination of which shall be conclusive as to such matter. If such parties cannot agree upon one independent investment banking firm or other independent expert within 45 days after the effective date of such departure, then the Departing Partner shall designate an independent investment banking firm or other independent expert, the Departing Partner’s successor shall designate an independent investment banking firm or other independent expert, and such firms or experts shall mutually select a third independent investment banking firm or independent expert, which third independent investment banking firm or other independent expert shall determine the fair market value of the Combined Interest of the Departing Partner. In making its determination, such third independent investment banking firm or other independent expert may consider the then current trading price of Units on any National Securities Exchange on which Units are then listed, the value of the Partnership’s assets, the rights and obligations of the Departing Partner and other factors it may deem relevant.

  • Asset Management a. Data Sensitivity - Transfer Agent acknowledges that it understands the sensitivity of Fund Data.

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