Technical Assistance Agreement. Cablevisión agrees to terminate the Technical Assistance Agreement before the Merger Effective Date in such a way that as of the Merger Effective Date no pending payment obligations nor responsibilities or adverse consequences exist for Cablevisión that may be transferred to Telecom Argentina as a result of the Merger.
Technical Assistance Agreement. The Holding Company, the Service Company and the Concession Companies undertake to execute as of this date the Technical Assistance Agreement and consequently, to carry out any acts necessary for the performance of their obligations thereunder.
Technical Assistance Agreement. Subject to entry of the Final Order:
(a) Each of the Petrobras Parties and their respective successors and assigns, shall, and shall cause their Related Parties to, at the direction of Enron and in accordance with the principles set forth on Appendix D (the “ENARGAS Principles”), cause and support the termination of the Technical Assistance Agreement by TGS under terms for such termination acceptable to Enron in its sole discretion; provided, however, that if ENARGAS notifies Enron, EPCA or TGS that in connection with granting the ENARGAS Release, it will consent to the assignment or transfer of the Technical Assistance Agreement to PESA or a designee of PESA, including the right to receive the Management Fee, for no additional consideration (whether monetary or otherwise) payable by Enron, Ponderosa, Transwestern or the Enron Parties, the Parties will use commercially reasonable efforts to achieve such result.
(b) If the Technical Assistance Agreement is terminated, assigned or transferred to PESA or a designee of PESA pursuant to Section 4.2(a) and the ENARGAS Release has been granted, (i) EPCA and PESA agree to amend the Owners Agreement to, (x) in the event that the Technical Assistance Agreement is terminated, eliminate any reference to the EPCA criteria described in section 4.8(b) of the Owners Agreement and, (y) in the event that the Technical Assistance Agreement is assigned or transferred, include new criteria, to be determined at PESA’s sole discretion, relating to PESA and (ii) the Parties acknowledge and agree that from and after the effective date of such termination, assignment or transfer the Enron Parties shall not have any rights to receive the Management Fee or any portion thereof.
(c) Enron and PESA, at the direction of Enron and in accordance with the ENARGAS Principles, will jointly, on behalf of TGS, seek any and all required consents for, prior approvals of and/or provide any and all required notices in respect of the termination, assignment or transfer of the Technical Assistance Agreement as described in Section 4.2(a), including obtaining any required approval or consent of ENARGAS.
(d) Consistent with the provisions of this Section 4.2, TGS and EPCA have executed the TGS Letter, which provides EPCA the right to terminate the Technical Assistance Agreement at any time, subject to the prior approval of ENARGAS; provided, however, that EPCA hereby agrees not to exercise its rights under the TGS Letter to terminate the Technical Assi...
Technical Assistance Agreement. Universal Display and Showa Denko shall conduct a program for Showa Denko to receive certain technical assistance relating to the Universal Display Technology under a separate Technical Assistance Agreement being entered into by the parties as of the same date hereof.
Technical Assistance Agreement. 17 ARTICLE 9 -
Technical Assistance Agreement. Technical Assistance Agreement ------------------------------ substantially in the form attached hereto as Exhibit E, executed by Investor and the Company pursuant to Section 8.05.
Technical Assistance Agreement. At the Closing, Investor and the ------------------------------ Company shall execute and deliver to each other the Technical Assistance Agreement, substantially in the form of Exhibit F attached hereto.
Technical Assistance Agreement. Contractor and Globalstar shall cooperate in completing all technical assistance agreements which will allow Globalstar to be directly involved in matters related to some or all Licensed Items, including Launch Services.
Technical Assistance Agreement. The Company, ATNCo., VITELCO and VCI shall have entered into a Technical Assistance Agreement substantially in the form of Exhibit C attached hereto (the "Technical Services Agreement"), and such agreement shall be in full force and effect and no party thereto shall be in material default of any of its obligations thereunder.
Technical Assistance Agreement. The Seller has not pledged or assigned its rights under the Technical Assistance Agreement or to the Technical Assistance Fee, and on the Closing Date the Seller will have full right, power and authority to sell and assign to the Purchaser a sixteen and four-tenths (16.4%) percent interest in and to the Technical Assistance Agreement and the Technical Assistance Fee, free and clear of all security interests, liens and pledges. 20.
