OBLIGATIONS OF SELLING SHAREHOLDERS Sample Clauses

OBLIGATIONS OF SELLING SHAREHOLDERS. 2.1. Upon notice to the Selling Shareholders from Buyers that (i) the purchase agreement between ACME and ACME Finance Corporation, on one hand, and CIBC Wood Gundy Securities Corp. and Xxxxxxx Xxxxx & Co., on the other hand, relating to One Hundred Fifteen Million Dollars ($115,000,000) gross proceeds of Senior Discount Notes; and (ii) the purchase agreement between ACME Intermediate Holdings, LLC and ACME Finance Inc., on the one hand, and CIBC Wood Gundy Securities Corp., on the other hand, relating to Forty Million Dollars ($40,000,000) gross proceeds of Senior Discount Notes have both been executed and delivered by the appropriate parties (and provided Warner Bros. has designated ACME as the Purchaser under the Purchase Agreement), the Selling Shareholders immediately shall execute and deliver to Selling Shareholders' FCC counsel an executed Form 315 application to be filed with the Federal Communications Commissions ("FCC") to request the FCC's approval of the transfer of control of Koplar, whose subsidiary, Koplar Communications Television, L.L.C. holds FCC licenses for KPLR-TV in St. Louis, Missouri (the "Station"), which form shall be immediately filed with the FCC by Selling Shareholders' FCC counsel or immediately delivered from him to counsel for the Buyers upon receipt of the Escrow Funds by Escrow Agent pursuant to the terms hereof.
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OBLIGATIONS OF SELLING SHAREHOLDERS. (a) Each Selling Shareholder covenants and agrees that it will comply with the prospectus delivery requirements of the Securities Act as applicable to it in connection with sales of Registrable Securities and Registrable Warrant Securities pursuant to any Registration Statement.
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OBLIGATIONS OF SELLING SHAREHOLDERS. In connection with each registration hereunder, the sellers of Restricted Stock will furnish to the Company in writing such information with respect to themselves and the proposed distribution by them as reasonably shall be necessary to assure compliance with federal and applicable state securities laws.
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OBLIGATIONS OF SELLING SHAREHOLDERS. The parties acknowledge and agree that the rights and obligations of the Selling Shareholders hereunder are several and not joint or joint and several.
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OBLIGATIONS OF SELLING SHAREHOLDERS. 23.1 Each of the Selling Shareholders acknowledges and agrees that each of its obligations under this deed:
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OBLIGATIONS OF SELLING SHAREHOLDERS. Acquiror's ----------------------------------- obligations under this Section 7.3 with respect to registration of shares of Acquiror Common Stock shall be conditioned upon each Selling Shareholder's compliance with the following:
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Related to OBLIGATIONS OF SELLING SHAREHOLDERS

  • Obligations of Seller The obligations of the Seller under this Agreement shall not be affected by reason of any invalidity, illegality or irregularity of any Receivable.

  • Obligations of Seller at Closing At the Closing, upon the terms and subject to the conditions of this Agreement, and subject to the simultaneous performance by Purchaser of its obligations pursuant to Section 8.3, Seller shall deliver or cause to be delivered to Purchaser, among other things, the following:

  • Obligations of Purchaser The obligations of the Purchaser under this Receivables Purchase Agreement shall not be affected by reason of any invalidity, illegality or irregularity of any Receivable.

  • Obligations of the Purchasers In connection with the registration of the Registrable Securities, the Purchasers shall have the following obligations:

  • Conditions to the Obligations of Sellers The obligations of Sellers under this Agreement are, at their option, subject to the fulfillment of the following conditions prior to or at the Closing Date:

  • OBLIGATIONS OF THE BUYER a. The Buyer has furnished to the Company in Exhibit B hereto such information regarding itself, the Registrable Securities held by it and the intended method of disposition of the Registrable Securities held by it as required to effect the registration of such Registrable Securities and shall execute such documents in connection with such registration as the Company may reasonably request. The Company shall notify the Buyer in writing of any other information the Company reasonably requires from the Buyer in connection with any Registration Statement hereunder. The Buyer will as promptly as practicable notify the Company of any material change in the information set forth in Exhibit B, other than changes in its ownership of the Common Stock.

  • Representations of Seller The Seller makes the following representations on which the Issuer is deemed to have relied in acquiring the Receivables. The representations speak as of the execution and delivery of this Agreement and as of the Closing Date, and shall survive the sale of the Receivables to the Issuer and the pledge thereof to the Indenture Trustee pursuant to the Indenture.

  • Conditions to Obligations of Sellers The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ waiver, at or prior to the Closing, of each of the following conditions:

  • Conditions to the Obligations of Seller The obligation of Seller to consummate the transactions contemplated by this Agreement is subject to the satisfaction of the following conditions, any one or more of which may be waived in writing by Seller:

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