Purchaser Guarantee means the guarantee, substantially in the form and content attached hereto as Schedule F, to be executed by the Purchaser in favour of the Agent and delivered to the Agent who will receive it in his personal capacity and for and on behalf of the other Shareholders being a guarantee by the Purchaser of the obligations of the Company under the Company Guarantee;
Purchaser Guarantee means that certain limited guarantee of Purchaser Guarantor, dated as of the date hereof. "Purchaser Guarantor" means Energy Capital Partners II-A, LP.
Purchaser Guarantee means the guarantee entered into by Xxxxxxxxx Whampoa Limited on the date hereof in favour of the Vendor;
Examples of Purchaser Guarantee in a sentence
The Purchaser Guarantee is valid and in full force and effect and constitutes the valid and binding obligation of the Purchaser Guarantor, enforceable in accordance with its terms.
The Confidentiality Agreement, this Agreement, the Purchaser Guarantee, and the documents to be executed under this Agreement and the Exhibits and Schedules attached hereto constitute the entire agreement among the Parties pertaining to the subject matter of this Agreement, and supersede all prior agreements, understandings, negotiations, and discussions, whether oral or written, of the Parties pertaining to the subject matter of this Agreement.
Concurrently with the execution of this Agreement, Purchaser has delivered the Purchaser Guarantee to Seller.
The Purchaser Guarantee is in full force and effect and has not been amended or modified.
Concurrently with the execution of this Agreement, Purchaser Guarantor has delivered to Seller a true, accurate and complete copy of the Purchaser Guarantee, dated as of the date hereof, in favor of Seller.
More Definitions of Purchaser Guarantee
Purchaser Guarantee means the limited guarantee, dated as of the date hereof, in favor of Seller with respect to certain obligations of Purchaser arising under, Section 9.2 of this Agreement, including an amount not to exceed $500,000 in respect of Purchaser’s obligations under Section 9.2(c).
Purchaser Guarantee for "Vendor Guarantee".
Purchaser Guarantee has the definition set forth in the Recitals.
Purchaser Guarantee has the meaning assigned to such term in Section 10.18(b). “Purchaser Guaranteed Obligations” has the meaning assigned to such term in Section 10.18(a). “Purchaser Secondary Ownership Percentage” means the fraction having: (a) a numerator equal to the aggregate number of Purchased Shares (determined on an as-converted-to-Company Ordinary Shares basis); and (b) a denominator equal to the Fully Diluted Share Number. “Remaining Available Escrow Amount” means, at any time, the aggregate amount available in the Escrow Fund (after deducting the aggregate dollar amount of all Claimed Amounts under pending Notices of Claim) as of such time. “Remaining §9.2(a) Claim Retained Amount” has the meaning assigned to such term in Section 9.6(i)(i). “Remaining §9.2(b) Claim Retained Amount” has the meaning assigned to such term in Section 9.6(i)(ii). “Representatives” means officers, directors, employees, secondees, agents, attorneys, accountants, advisors and representatives. The term “Representatives” shall be deemed to include current and future “Representatives.” “Repurchase Transactions” has the meaning assigned to such term in the Recitals to the Agreement. “Required Sellers” means Sellers whose collective ownership of the Company Shares referred to in Column D of Schedule I, when taken together with the Issued Shares, represent 51% or more of the total number of Company Shares outstanding immediately after the Closing (after giving effect to the Conversion Event and the Share Issuance). “Response Notice” has the meaning assigned to such term in Section 9.6(b). “ROFR Waiver” has the meaning assigned to such term in the Recitals to the Agreement. “Secondary Allocation Gross-Up Factor” means the fraction having: (a) a numerator equal to the sum of (i) the aggregate number of Purchased Shares (determined on an as-converted-to-Company Ordinary Shares basis) plus (ii) the aggregate number of Issued Shares; and (b) having a denominator equal to the aggregate number of Purchased Shares (determined on an as-converted-to-Company Ordinary Shares basis). A-13
Purchaser Guarantee has the meaning assigned to such term in Section 10.19(b). “Purchaser Guaranteed Obligations” has the meaning assigned to such term in Section 10.19(a). “RBI” means the Reserve Bank of India. “Registered IP” means all Intellectual Property Rights that are registered, filed, or issued under the authority of, with or by any Governmental Entity (or other registrar in the case of domain names), including all Patents, registered copyrights, registered Trademarks, registered designs, domain names, and all applications for any of the foregoing. “Related Party” means: (a) each shareholder of the Company as of the Agreement Date; (b) any Person who is or may be classified as a related party of any Acquired Company pursuant to the Indian Companies Act; (c) each member of the immediate family of each of the individuals referred to in clauses 16
Purchaser Guarantee has the meaning set out in Section 12.1.
Purchaser Guarantee means a guarantee dated [—] 2014 and entered into between Panasonic Corporation and the Purchaser whereby the Purchaser guarantees the payments of HoldCo2, Panasonic Industrial Devices Semiconductor (M) Sdn. Bhd. and PT. Panasonic Industrial Devices Indonesia under the Related Agreements.