Respective Proportions definition
Examples of Respective Proportions in a sentence
The Equity Investors’ obligations to fund their Respective Proportions of the Equity Financing Commitment is several and not joint such that each Equity Investor (together with its permitted assigns, as applicable) is only obligated to funds its Respective Proportion of the Equity Financing Commitment.
Notwithstanding anything to the contrary contained herein, the Sponsors shall be solely responsible for and share, on a pro rata basis in accordance with their Respective Proportions, the fees and expenses of King & Wood and KPMG incurred in connection with any due diligence of the Target and its business conducted by King & Wood and KPMG (the “Sponsors Due Diligence Expenses”).
The Parties shall share the Liability (if any) in respect of each and every Claim in their Respective Proportions, except where the Claim has arisen as a result of the fraud, willful misconduct or breach of this Agreement by a Party in which case the Liability for the Claim will rest solely with the Party who has committed the act of fraud or willful misconduct or the breach.
For the avoidance of doubt, the obligation of the Noteholders to subscribe for their Respective Proportions of the Convertible Notes are several and not joint obligations.
In default of agreement within such five (5) Business Day period, Additional Funding shall be provided by way of a subscription for further Shares in the JVCo by the Shareholders in their Respective Proportions within twenty (20) Business Days (but subject always to clause 10.9).