Restructurings. The Restructurings shall have been completed.
Restructurings. Parent shall cause the Restructurings to be consummated in accordance with Schedule A-2 of the Disclosure Letter and shall use commercially reasonable efforts to consummate the Restructurings prior to the date the Closing would otherwise be required to occur pursuant to this Agreement without giving effect to the conditions to the consummation of the Closing set forth in Sections 5.5 and 6.4. All fees, expenses and other liabilities, other than Taxes (liability for which Buyer is indemnified for to the extent provided in Section 9.1(a)(iii)), in connection with the Restructurings shall be Parent’s responsibility.
Restructurings. (a) Seller shall use its reasonable efforts to cause the Singapore Restructuring to be consummated as promptly as practicable and, in any event, prior to the Closing. The Singapore Restructuring shall be implemented substantially in accordance with the steps set forth in Exhibit F.
(b) Subject to the satisfaction and implementation of the steps set out at in clause (i) below, Seller will cause the Wafer Reclaim Area Lease to be assigned to an Affiliate of Seller that is not a Transferred Company at or prior to the Closing and the Ultra Pure Chemicals Lease will continue as a lease of Rockwood Electronic following the Closing. In connection therewith and subject to the consent and agreement of the current landlord of the Wafer Reclaim Area Lease, Walbrook Trustees (Jersey) Limited and Walbrook Properties Limited, the parties will seek to take the following steps in relation to the Wafer Reclaim Area Lease and the Ultra Pure Chemicals Lease prior to the Closing:
(i) Seller will use reasonable efforts to seek to (1) agree with the landlord of the Wafer Reclaim Area Lease to either (x) a surrender of the part of the area currently demised on which the Ultra Pure Chemicals effluent treatment plant is located (the “Effluent Treatment Plant”) and agree upon a new lease for a term coterminous with the term of the Ultra Pure Chemicals Lease to Rockwood Electronic of the surrendered area on which the Effluent Treatment Plant is situated (the “New Lease”) or (y) vary the boundary between the Wafer Reclaim Area Lease and the Ultra Pure Chemicals Lease such that the Effluent Treatment Plant is subject to the Ultra Pure Chemicals Lease, (2) assign the Wafer Reclaim Area Lease to Excalibur Realty UK Limited and (3) have the rents on the leases adjusted so that the total rent cost under the Ultra Pure Chemicals Lease and the New Lease equal the rent that would have been paid on the Ultra Pure Chemicals lease alone or alternatively cause the surrendered area to be made subject to the existing Ultra Pure Chemicals Lease without a rent increase.
(ii) Seller shall use reasonable efforts to cause the Ultra Pure Chemicals water treatment plant (the “Water Treatment Plant”) currently located within the area demised by the Wafer Reclaim Area Lease to be relocated to an area within the demise of the Ultra Pure Chemicals Lease. The terms of such relocation are to be agreed on a reasonable basis, with the expense of such relocation to be borne by Seller.
(c) If the current landlord’...
Restructurings. (a) Prior to the Closing, Citigroup shall cause the consummation of the transactions and actions contemplated by Exhibit H (such transactions and actions, the “CAM Restructuring”). For the avoidance of doubt, no Trademark which includes the terms “CITI,” “XXXXX XXXXXX,” “SALOMON,” “CSSB,” “SB,” “Uncommon Values,” “Uncommon Value” or “TRAVELERS” or any variation thereof or the Arc, Blue Wave or Umbrella design (the “Citigroup Principal Marks”) shall be owned by any CAM Transferred Subsidiary following the CAM Restructuring.
(b) Prior to the Closing, Xxxx Xxxxx shall cause the consummation of the transactions and actions contemplated by Exhibit I (such transactions and actions, the “PC/CM Restructuring”). For the avoidance of doubt, no Trademark which includes the term “Xxxx Xxxxx” or any variation thereof or the Xxxx Xxxxx or LM design (the “Xxxx Xxxxx Principal Marks”) shall be owned by any PC/CM Transferred Subsidiary following the PC/CM Restructuring.
(c) The Parties agree that Section 6.13(c) of the Citigroup Disclosure Letter is incorporated herein by reference and shall be binding as if set forth herein, and the Parties agree to take all actions set forth in Section 6.13(c) of the Citigroup Disclosure Letter.
Restructurings. 11.1 Obligations of the Government under Restructuring of Industry or the CEB
11.1.1 any reorganisation or restructuring of the gas distribution, power generation, electricity transmission and distribution in Sri Lanka; or
11.1.2 the restructuring, reorganisation, recapitalisation, sale divestiture, merger, consolidation, amalgamation, privatisation, change of ownership or other similar transaction involving the CEB, and
Restructurings. Any restructuring of an investment in workout that exceeds $10MM in value must be discussed with the Approvers in the monthly Investment Review and an action plan shall be presented to the Approvers by the Investment Adviser. Unrealized losses will be reviewed in accordance with PRC’s OTTI policy. PRC will work with Citigroup as is appropriate.
Restructurings. SSRN Scholarly Paper, ID 1573311, Social Science Research Network, 5 June 2015. Xxxxxxx, Xxxxxx X., and Xxxxx X. Xxxxx. Bankruptcy and Economic Recovery. SSRN Scholarly Paper, ID 2306138, Social Science Research Network, 1 July 2013. xxxxxx.xxxx.xxx, xxxxx://xxxxxx.xxxx.xxx/abstract=2306138. Xxxxx, Xxxxxxxxxxx. “When Do Banks Take Equity in Debt Restructurings?” The Review of Financial Studies, vol. 8, no. 4, Oct. 1995, pp. 1209–34. xxxxxxxx.xxx.xxx, doi:10.1093/rfs/8.4.1209. Xxxxxxx, Xxxx. “The Debtor in Full Control--Systems Failure under Chapter 11 of the Bankruptcy Code.” American Bankruptcy Law Journal, vol. 57, Jan. 1983. Xxxxx, Xxxxxxx, and Afef Boughanmi. “Can Innovative Reforms and Practices Efficiently Resolve Financial Distress?” Journal of Cleaner Production, vol. 140, Jan. 2017, pp. 1860–71. Xxxxxx, Xxxxxxxxxx. “Corporate America’s Transfusion.” Investment Dealers’ Digest, vol. 74, no. 41, Oct. 2008. Nexis Uni.
Restructurings. 31.1 You consent to the transfer of your employment under this Agreement to any Associated Employer at any time during your Employment.
31.2 If your Employment is terminated by reason of any reconstruction or amalgamation, of us and/or any Group Company, whether by winding up or otherwise, and you are offered employment with any concern or undertaking involved in or resulting from such reconstruction or amalgamation on terms which (considered in their entirety) are no less favourable to any material extent than the terms of this Agreement, you will have no claim against us, any Group Company and/or any such undertaking arising out of or in connection with your termination.
Restructurings. Section 6.13(a) of the Original Agreement is amended and restated in its entirety as follows:
(a) Prior to the Closing, Citigroup shall cause the consummation of the transactions and actions contemplated by Exhibit H (such transactions and actions, the “CAM Restructuring”). For the avoidance of doubt, no Trademark which includes the terms “CITI,” “XXXXX XXXXXX,” “SALOMON,” “CSSB,” “SB,” “Uncommon Values,” “Uncommon Value,” “TRAVELERS” or “BANK HANDLOWY” or any variation thereof or the Arc, Blue Wave or Umbrella design (the “Citigroup Principal Marks”) shall be owned by any CAM Transferred Subsidiary following the CAM Restructuring.
Restructurings. You consent to the transfer of your employment under this Agreement to any Associated Employer at any time during your Employment.
