Examples of Company Distribution Agreement in a sentence
Prior to the Effective Time and subject to the second preceding sentence, Company will not agree to or permit any material modification of the terms of the Company Distribution Agreement or the Company Ancillary Agreements without the prior written consent of Hilton, which consent will not be unreasonably withheld.
Prior to the Company Distribution, the Company Distribution Agreement and the Company Ancillary Agreements will be duly executed and delivered by each of Company and Lakes and upon such execution and delivery, will constitute the valid and binding obligations of each of Company and Lakes, enforceable against each of them in accordance with its terms, subject to the Bankruptcy and Equity Exception.
Subject to Lake's obligations to indemnify the Surviving Corporation with respect to such obligations pursuant to Section 7.9 hereof and Article V of the Company Distribution Agreement, the Surviving Corporation shall comply with all of Company's obligations under any Indian Gaming and Debt Agreements or Lakes Agreements to which it is a party or subject to and for which it has not been released.
Each of the Transaction Documents to which it is a party (other than the Company Distribution Agreement and the Company Ancillary Agreements) has been duly executed and delivered by each of Company and Lakes and constitutes the valid and binding obligation of Company and Lakes (as applicable), enforceable in accordance with its terms, subject to the Bankruptcy and Equity Exception.
As of the time of the Company Distribution, (i) the issued and outstanding shares of common stock of Lakes will be equal to the shares of Company Common Stock that are then issued and outstanding, (ii) Lakes will have issued options as described in the Company Distribution Agreement and (iii) all outstanding shares of capital stock of Lakes will be duly authorized, validly issued, fully paid and nonassessable and not subject to preemptive rights.
Unless terminated by either party pursuant to the terms of this Agreement, the initial term of this Agreement shall commence on the Effective Date and shall end on the twentieth (20th) anniversary of the Commencement Date or upon termination of the Xxxxxx Beverage Company Distribution Agreement between HBC and Coca-Cola Enterprises Inc., whichever occurs first (the “Initial Term”).
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Company and Gaming Co. also shall have received as of the same date an opinion of Xxxxxx Xxxxxxxx LLP at a level of detail reasonably satisfactory to Company and Gaming Co., indicating that there is at least a "reasonable basis" (as defined in Code section 6662) for filing the Tax Returns reporting the Base Stratosphere Loss (as defined in the Tax Allocation and Indemnity Agreement attached to the Company Distribution Agreement) in the manner recommended by Lakes and its representatives.
The appointment of LIBERTY, pursuant to this Agreement, shall not in any way constitute LIBERTY as an agent or legal representative of LXN for [LOGO OF LXN CORPORATION] CONFIDENTIAL The Diabetes Control Company Distribution Agreement -------------------------------------------------------------------------------- any purpose whatsoever.
The decision on the amendment request, and the appropriate category of amendment, will normally be made within 30 days of receipt of the request.