Holdings Agreements definition

Holdings Agreements means, collectively, each of the following agreements, dated as of the Closing Date, by and between Holdings and SunEdison and each in form and substances reasonably satisfactory to the Arranger: (i) the Separation Agreement, (ii) the Patent and Technology License Agreement (CCZ and DCW Technology, (iii) the Patent and Technology Cross-License Agreement, (iv) the Technology Joint Development and Rights Agreement, (v) the Transition Services Agreement, and (vi) the Tax Matters Agreement.
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Holdings Agreements means (i) the Guarantee and Pledge Agreement, as amended, supplemented or otherwise modified from time to time, substantially in the form of EXHIBIT D between Holdings, each Intermediate Holdco and the Collateral Agent pursuant to which Holdings and each Intermediate Holdco guarantees the Obligations and, except as provided below, on and after the Restructuring Date pledges on a silent second basis all Equity Interests it owns (such pledge to be subject to any pledge referred to in clause (ii) below) to secure such guarantee, and (ii) one or more Pledge Agreements under Luxembourg law, reasonably acceptable to the Administrative Agent, as amended, supplemented or otherwise modified from time to time, pursuant to which Holdings and/or each Intermediate Holdco on and after the Restructuring Date pledges on a silent second basis the Equity Interests in Parent to secure its guarantee described in clause (i); PROVIDED, HOWEVER, the unlimited shares of Parent will not be required to be pledged as provided above (which unlimited shares will not exceed 0.50% of the outstanding Equity Interests of Parent).
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Holdings Agreements means (i) the Holdings Guarantee, as amended, supplemented or otherwise modified from time to time, substantially in the form of Exhibit F-1 between Holdings and the Collateral Agent pursuant to which Holdings guarantees the Obligations, (ii) an Agreement of Disclosed Pledge of Intercompany Loan Agreement between Holdings and the Collateral Agent, as amended, supplemented or otherwise modified from time to time, substantially in the form of Exhibit F-2 and (iii) an Agreement and Deed of Pledge of Shares in New Skies Satellites B.V., between Holdings and the Collateral Agent, as amended, supplemented or otherwise modified from time to time, substantially in the form of Exhibit F-3.
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Examples of Holdings Agreements in a sentence

  • These are what are referred to as principles of consociationalism.Consociationalism promotes a grand coalition of majorities and minorities through the establishment of agreed guarantees, including proportional group participation in government and minority vetoes of policies (Horowitz, 2014: 5).

  • In light of the above, the Board (including the independent non-executive Directors) believe that the terms of the Guoyuan Trade Supplemental Agreement and the Zhengzhou Holdings Agreements are fair and reasonable and on normal commercial terms.

  • Plaintiff sought, among other things, a declaratory judgment setting forth his specific rights under the Employment Agreement and Level Four Holdings Agreements.

  • The execution, delivery and performance of any obligations arising under this Agreement at or following Closing and the execution, delivery and performance under the LLC Agreement and the OP Holdings Agreements and the consummation of the transactions provided for herein and therein have been (or will have been by the Closing, if it occurs) duly authorized by all necessary action on the part of OP Holdings Member.

  • Further, with Level Four Holdings, plaintiff entered into an Option Agreement, Stock Repurchase Agreement, Go Shop Provision with Future Sale Agreement (Go Shop Agreement), and Shareholder Voting Agreement (collectively, the Level Four Holdings Agreements).


More Definitions of Holdings Agreements

Holdings Agreements means (i) the Guarantee and Pledge Agreement, as amended, supplemented or otherwise modified from time to time, substantially in the form of Exhibit F between Holdings, each Intermediate Holdco and the Collateral Agent pursuant to which Holdings and each Intermediate Holdco guarantees the Obligations and, except as provided below, pledges all Equity Interests it owns (such pledge to be subject to any pledge referred to in clause (ii) below) to secure such guarantee, and (ii) one or more Pledge Agreements under Luxembourg law, reasonably acceptable to the Administrative Agent, as amended, supplemented or otherwise modified from time to time, pursuant to which Holdings and/or each Intermediate Holdco pledges the Equity Interests in Parent to secure its guarantee described in clause (i); provided, however, the unlimited shares of Parent will not be required to be pledged as provided above (which unlimited shares will not exceed 0.50% of the outstanding Equity Interests of Parent).
Sample 1
Holdings Agreements means (i) the Guarantee and Pledge Agreement, as amended, supplemented or otherwise modified from time to time, substantially in the form of EXHIBIT F between Holdings, each Intermediate Holdco and the Collateral Agent pursuant to -30- which Holdings and each Intermediate Holdco guarantees the Obligations and, except as provided below, pledges all Equity Interests it owns (such pledge to be subject to any pledge referred to in clause (ii) below) to secure such guarantee, and (ii) one or more Pledge Agreements under Luxembourg law, reasonably acceptable to the Administrative Agent, as amended, supplemented or otherwise modified from time to time, pursuant to which Holdings and/or each Intermediate Holdco pledges the Equity Interests in Parent to secure its guarantee described in clause (i); PROVIDED, HOWEVER, the unlimited shares of Parent will not be required to be pledged as provided above (which unlimited shares will not exceed 0.50% of the outstanding Equity Interests of Parent). "INCREASED AMOUNT DATE" shall have the meaning assigned to such term in Section 2.22.
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Related to Holdings Agreements

  • Equity Agreements has the meaning set forth in Section 5.1.

  • Acquisition Agreements means the Nexstar Acquisition Agreement and the Mission Acquisition Agreement, and “Acquisition Agreement” means the applicable agreement in the context used.

  • Existing Agreements has the meaning as set forth in Section 3.2 hereof.

  • Holdings LLC Agreement means the Amended and Restated Limited Liability Company Agreement of Holdings dated as of the Closing Date.

  • VIE Agreements means the Exclusive Service Agreement, the Exclusive Call Option Agreement, the Shareholder Voting Rights Proxy Agreement and the Equity Pledge Agreement entered into by and among some or all of the Parties hereto on the same day this agreement is entered, including any supplemental agreements or amendments to such agreements, and any other agreements, contracts or legal documents executed or issued by one or more Parties and/or Party C’s affiliated enterprises from time to time to ensure the performance of the aforesaid agreements, signed or accepted by Party A in writing.

  • Investment Agreements or “Flow-Through Agreements” means written agreements pursuant to which the Partnership will subscribe for Flow-Through Shares (including Flow-Through Shares issued as part of a unit) or agreements by the Partnership to otherwise invest in or purchase securities of a Resource Issuer, and in respect of Flow-Through Shares comprised of units, the Resource Issuer will covenant and agree:

  • Exchange Agreements means the GSK Exchange Agreement, the Pfizer Exchange Agreement and the SLP Exchange Agreement;

  • Company IP Agreements means all licenses, sublicenses, consent to use agreements, settlements, coexistence agreements, covenants not to xxx, permissions and other Contracts (including any right to receive or obligation to pay royalties or any other consideration), whether written or oral, relating to Intellectual Property to which the Company is a party, beneficiary or otherwise bound.

  • Lock-Up Agreements means the lock-up agreements that are delivered on the date hereof by each of the Company’s officers and directors and each holder of Common Stock and Common Stock Equivalents holding, on a fully diluted basis, more than 5% of the Company’s issued and outstanding Common Stock, in the form of Exhibit A attached hereto.

  • Partnership Agreements means the partnership agreements together with all agreements, certificates and other documents provided to and approved by Lender and which govern the existence, operation and ownership of the Partnerships.

  • SPS Agreement means the Agreement on the Application of Sanitary and Phytosanitary Measures which is a part of the WTO Agreement; Subheading means the first six digits in the tariff classification number under the HS; Territory means:

  • Parent Agreement has the meaning given to it in Clause 12;

  • Shareholder Agreements has the meaning set forth in the recitals to this Agreement.

  • Intercompany Agreements has the meaning set forth in Section 2.03(a).

  • Company LLC Agreement means the Second Amended and Restated Limited Liability Company Agreement of the Company, dated as of May 25, 2011, as amended from time to time.

  • Shareholders' Agreements shall have the meaning provided in Section 5.05.

  • Subordination Agreements means all subordination agreements executed by a holder of Subordinated Debt in favor of the Administrative Agent and the Lenders from time to time after the Closing Date.

  • Pledged Partnership Agreements means all of each Grantor’s rights, powers, and remedies under the partnership agreements of each of the Pledged Companies that are partnerships.

  • Voting Agreements has the meaning set forth in the Recitals.

  • Company Agreements means all Contracts to which the Company is a party or by which the Company or any of its properties may be bound or affected.

  • Co-financing Agreement means the agreement to be entered into between the Recipient and the Co-financier providing for the Co-financing.

  • MCIP Agreement means the Agreement for the Development of a Joint County Industrial and Business Park (2010 Park) dated as of December 1, 2010, as amended, between the County and Xxxxxxxx County, South Carolina, as the same may be further amended or supplemented from time to time, or such other agreement as the County may enter with respect to the Project to offer the benefits of the Special Source Revenue Credits to the Company hereunder.

  • Pledged Operating Agreements means all of each Grantor’s rights, powers, and remedies under the limited liability company operating agreements of each of the Pledged Companies that are limited liability companies.

  • Subsidiary Agreements means said agreements collectively.

  • Joinder Agreements means for each Subsidiary, a completed and executed Joinder Agreement in substantially the form attached hereto as Exhibit G.

  • Existing Management Agreement means that certain management agreement between the Seller and the Existing Manager for the operation and management of the Hotel.