Share Commitment definition

Share Commitment means any minimum Share commitment(s) for the Buyer to achieve set out in the Trading Agreement; Share of Paging means, in respect of the Trading Term (or such other period specified in the Trading Agreement), the Paging expressed as a percentage of Total Paging; Special Projects means advertising activity which is undertaken on a project-by-project basis, and which the Parties have agreed to designate as a “Special Project”. A special project may include, by way of example only, work undertaken across multiple TI Media departments and group companies, such as the marketing, editorial, publishing and research departments, as well as TI Media’s magazine sales, marketing and distribution company, and may include many types of promotional activity within one project; Terms and Conditions means these terms and conditions; TI Media Affiliates means those Affiliates of TI Media expressly set out in the Trading Agreement as being included within the Agreement;
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Share Commitment with respect to each Continuing Shareholder, means the agreement of such Continuing Shareholder as set forth in the Support Agreement to which he, she or it is party that such Continuing Shareholder’s Continuing Shares shall constitute and be treated as “Continuing Shares” for purposes of the Merger Agreement, and the monetary value of a Continuing Shareholder’s Share Commitment shall be calculated based on the Per Share Merger Consideration for each of his, her or its Continuing Shares (minus, in the case of Recruit, the Sale Shares (as defined in the Recruit Support Agreement) for purposes of Section 2.9.2 and the last sentence of Section 3.4).
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Share Commitment means an obligation of a Party to issue treasury shares; SUPERIOR PROPOSAL means a proposal for a Competing Transaction that is delivered to a Party in writing, which the Board of Directors of the Party determines will, in its good faith reasonable judgment, after consultation with its financial advisors, if consummated in accordance with its terms, be more favourable from a financial point of view to the shareholders of the Party than the Arrangement and will be able to be completed in a commercially reasonable length of time;
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Examples of Share Commitment in a sentence

  • Proof of Cost Share Commitment and Allowability ..............................................................................

  • For the avoidance of doubt, the 2005 Market Share Commitment shall only be measured annually, not monthly and AOL is not obligated to maintain a monthly market share commitment.

  • For the avoidance of doubt, the 2006 Market Share Commitment shall only be measured annually, not monthly and AOL is not obligated to maintain a monthly market share commitment.

  • Further, no Common Member shall have any right to withdraw its Common Share Commitment.

  • The Company shall not be dissolved or terminated by the Incapacity of any Member as such, the Transfer by any Member of its Shares or Common Share Commitment or the admission of a new or substituted Director or Member, and the existence and business of the Company shall be continued notwithstanding the occurrence of any such event.

  • Upon the closing of such purchase, each purchasing Member shall make a Capital Contribution in an aggregate amount equal to that portion of the assumed Common Share Commitment representing the defaulted Common Share Commitment of the Defaulting Member, and the balance of the assumed Common Share Commitment shall be added to such purchasing Member's Common Share Commitment for all purposes under this Agreement.

  • Letters of Support or Commitment that provide detail about how the entity intends to support the applicant and/or engage with the project will be viewed as more competitive.• Matching Share Commitment Plan (see section IV.B.4d, below).• Resumes of the proposed project director and key project staff• Data/literature cited in the Project Narrative.• Letters of recommendation from entrepreneur(s), including SEDI entrepreneurs, who were served by the applicant, if available.

  • In the event AOL elects to extend the Initial Term, the 2007 Market Share Commitment and the corresponding pricing shall apply.

  • Such Defaulting Member's Common Share Commitment shall be reduced by the aggregate amount of Defaulted Commitment assumed by the non-defaulting Members and such other Persons and for which payments have been actually received by the Company.

  • For avoidance of doubt, the 2007 Market Share Commitment shall only be measured annually, not monthly and AOL is not obligated to maintain monthly market share commitment.


More Definitions of Share Commitment

Share Commitment means any minimum Share commitment(s) for the Buyer to achieve set out in the Trading Agreement; Share of Paging means, in respect of the Trading Term (or such other period specified in the Trading Agreement), the Paging expressed as a percentage of Total Paging; Special Projects means advertising activity which is undertaken on a project-by-project basis, and which the Parties have agreed to designate as a “Special Project”. A special project may include, by way of example only, work undertaken across multiple TIUK departments and group companies, such as the marketing, editorial, publishing and research departments, as well as TIUK’s magazine sales, marketing and distribution company, and may include many types of promotional activity within one project; Terms and Conditions means these terms and conditions; TIUK Affiliates means those Affiliates of TIUK expressly set out in the Trading Agreement as being included within the Agreement; TIUK Group means TIUK and the TIUK Affiliates; TIUK Magazines means those titles published by TIUK and/or its Affiliates specified in the Trading Agreement; TIUK Publications means the TIUK Magazines, the TIUK Websites or any of them (as the context requires) or any other digital or electronic platform or distributional channel owned and operated by TIUK; TIUK Websites means the websites operated by TIUK and/or its Affiliates specified in the Trading Agreement; Total Paging means the total number of pages of Advertisements booked by the Buyer and which are displayed during the Trading Term (or such other period specified in the Trading Agreement) in the TIUK Magazines or the Competitive Set;
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Share Commitment at any date shall mean a number of shares of UICI Common Stock equal to 369,174 reduced by the number of shares of UICI Common Stock theretofore transferred to UICI pursuant to the Call Right or the Put Right.
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Related to Share Commitment

  • Option Commitment means the notice of grant of an Option delivered by the Company hereunder to a Service Provider and substantially in the form of Schedule A attached hereto;

  • Total Commitment means, at any time, the sum of the Commitments of each of the Lenders at such time.

  • Tranche A Commitment means, with respect to each Lender, the -------------------- commitment, if any, of such Lender to make Tranche A Term Loans hereunder, expressed as an amount representing the maximum principal amount of the Tranche A Term Loans to be made by such Lender hereunder, as such commitment may be (a) reduced from time to time pursuant to Section 2.06 and (b) reduced or increased from time to time pursuant to assignments by or to such Lender pursuant to Section 9.04. The initial amount of each Lender's Tranche A Commitment is set forth on Schedule 2.01, or in the Assignment and Acceptance pursuant to which such Lender shall have assumed its Tranche A Commitment, as applicable. The initial aggregate amount of the Lenders' Tranche A Commitments is $175,000,000.

  • U.S. Commitment means, with respect to each U.S. Lender, the commitment, if any, of such U.S. Lender to make U.S. Revolving Loans and to acquire participations in U.S. Letters of Credit, U.S. Overadvances and U.S. Swingline Loans hereunder, expressed as an amount representing the maximum possible aggregate amount of such U.S. Lender’s U.S. Revolving Exposure hereunder, as such commitment may be reduced or increased from time to time pursuant to (a) Section 2.09 and (b) assignments by or to such U.S. Lender pursuant to Section 9.04. The initial amount of each U.S. Lender’s U.S. Commitment is set forth on the Revolving Commitment Schedule, or in the Assignment and Assumption pursuant to which such U.S. Lender shall have assumed its U.S. Commitment, as applicable. The U.S. Commitment is a sub-facility of the Revolving Commitment and is not in addition to the Revolving Commitment.

  • Total Commitments means the aggregate of the Commitments of all the Lenders.

  • Facility A Commitment means, in relation to a Facility A Lender, the amount set opposite its name in column 1 of part E of schedule 1 or, as the case may be, in any relevant Transfer Certificate, as amended by any relevant term of this Agreement;

  • Total Revolving Commitment means the sum of the Revolving Commitments of the Revolving Lenders as the same may be decreased pursuant to Section 2.12(c) or increased pursuant to Section 2.19. As of the Closing Date, the amount of the Total Revolving Commitment is $100,000,000.

  • Ancillary Commitment means, in relation to an Ancillary Lender and an Ancillary Facility, the maximum Base Currency Amount which that Ancillary Lender has agreed (whether or not subject to satisfaction of conditions precedent) to make available from time to time under an Ancillary Facility and which has been authorised as such under Clause 7 (Ancillary Facilities), to the extent that amount is not cancelled or reduced under this Agreement or the Ancillary Documents relating to that Ancillary Facility.

  • Total Commitment Amount means, at any particular time, the aggregate of the Individual Commitments of all of the Lenders at such time.

  • Letter of Credit Commitment Amount means, on any date, a maximum amount of $10,000,000, as such amount may be reduced from time to time pursuant to Section 2.2.

  • Unissued Letter of Credit Commitment means, with respect to any Issuing Bank, the obligation of such Issuing Bank to issue Letters of Credit for the account of the Borrower in an amount equal to the excess of (a) the amount of its Letter of Credit Commitment over (b) the aggregate Available Amount of all Letters of Credit issued by such Issuing Bank.

  • Revolving Commitment Amount means the Revolving Commitment amount (if any) set forth adjacent to such Lender’s name on Schedule A attached hereto (or, in the case of any Lender that became party to this Agreement after the Closing Date pursuant to Section 16.3(c) or (d) hereof, the Revolving Commitment amount (if any) of such Lender as set forth in the applicable Commitment Transfer Supplement).

  • Undrawn Commitment means, with respect to any Revolving Lender at any time, an amount (which may not be less than zero) equal to (i) such Lender’s Revolving Commitment at such time minus (ii) the aggregate outstanding principal amount of Revolving Loans held by such Revolving Lender at such time.

  • Group Commitment means with respect to any Purchaser Group the aggregate of the Commitments of each Purchaser within such Purchaser Group.

  • Total Revolving Commitments at any time, the aggregate amount of the Revolving Commitments then in effect.

  • Canadian Commitment means the obligation of the Canadian Lender to (a) make Canadian Loans to the Canadian Borrowers and (b) issue Canadian Letters of Credit for the account of the Canadian Borrowers pursuant to Section 2.03, in an aggregate principal amount at any one time outstanding not to exceed C$15,000,000, as such amount may be adjusted from time to time in accordance with this Agreement.

  • Maximum Available Commitment means, subject to the proviso contained in the third sentence of Section 2.02(a), at any time of determination, (a) the Maximum Commitment at such time less (b) the aggregate amount of each Interest Advance outstanding at such time; provided that following a Provider Advance or a Final Advance, the Maximum Available Commitment shall be zero.

  • Revolving Commitment means, as to each Lender, its obligation to (a) make Revolving Loans to the Borrower pursuant to Section 2.01, (b) purchase participations in L/C Obligations and (c) purchase participations in Swing Line Loans, in an aggregate principal amount at any one time outstanding not to exceed the amount set forth opposite such Lender’s name on Schedule 2.01 or in the Assignment and Assumption pursuant to which such Lender becomes a party hereto, as applicable, as such amount may be adjusted from time to time in accordance with this Agreement.

  • New Revolving Commitments has the meaning assigned to such term in Section 2.04.

  • Tranche B Commitment means, with respect to each Lender, the commitment, if any, of such Lender to make a Tranche B Term Loan hereunder on the Effective Date, expressed as an amount representing the maximum principal amount of the Tranche B Term Loan to be made by such Lender hereunder, as such commitment may be (a) reduced from time to time pursuant to Section 2.08 and (b) reduced or increased from time to time pursuant to assignments by or to such Lender pursuant to Section 9.04. The initial amount of each Lender’s Tranche B Commitment is set forth on Schedule 2.01 or in the Assignment and Assumption pursuant to which such Lender shall have assumed its Tranche B Commitment, as the case may be. The initial aggregate amount of the Lenders’ Tranche B Commitments is $750,000,000.

  • U.S. Revolving Commitment means the commitment of a Lender to make or otherwise fund any U.S. Revolving Loan and to acquire participations in U.S. Letters of Credit and Swing Line Loans hereunder and “U.S. Revolving Commitments” means such commitments of all Lenders in the aggregate. The amount of each Lender’s U.S. Revolving Commitment, if any, is set forth on Schedule 1.01(c) or in the applicable Assignment Agreement or Joinder Agreement, as applicable, subject to any adjustment or reduction pursuant to the terms and conditions hereof. The aggregate amount of the U.S. Revolving Commitments as of the Closing Date is $265,000,000.

  • Other Revolving Commitments means one or more Classes of revolving credit commitments hereunder or extended Revolving Commitments that result from a Refinancing Amendment or a Loan Modification Agreement.

  • Term Loan A Commitment means, with respect to each Lender, its Term Loan A Commitment, and, with respect to all Lenders, their Term Loan A Commitments, in each case as such Dollar amounts are set forth beside such Lender's name under the applicable heading on Schedule C-1 or on the signature page of the Assignment and Acceptance pursuant to which such Lender became a Lender hereunder in accordance with the provisions of Section 14.1.

  • Aggregate Commitment means the aggregate of the Commitments of all of the Lenders, as reduced or increased from time to time pursuant to the terms and conditions hereof. As of the Effective Date, the Aggregate Commitment is $500,000,000.

  • Revolving Commitment Increase has the meaning set forth in Section 2.14(a).

  • Voting Commitment means any agreement, arrangement or understanding with, and any commitment or assurance to, any person or entity as to how a person, if elected as a director of the Corporation, will act or vote on any issue or question.