Undertaking Agreements definition

Undertaking Agreements means those certain Undertaking Agreements dated as of May 31, 1998 between the Company (formerly known as Starfiber Inc.) and 786522 Alberta Ltd. pursuant to which 786522 Alberta Ltd. agreed to contribute 12 fiber strands on the Canadian FOTS to the Company in exchange for the issuance of certain Capital Stock and the Agreement, dated May 28, 1999, as amended, between the Company and certain affiliates of Ledcor Inc. whereby the Company agreed to acquire certain fiber optic assets.
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Undertaking Agreements means the Founder-Investor Undertaking Agreement and the Founder-Company Undertaking Agreement.
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Undertaking Agreements shall have the meaning set forth in Recital (B); “SaaS” shall mean Software as a Service; “Subsidiaries” shall have the meaning is Section 3.6 hereof; “Superior Proposal” shall mean a Takeover Proposal that is a tender offer (offre publique d’acquisition) to acquire 100% of the Company Shares, which is filed with the AMF after the filing of the Offer by Offeror by a Person other than an Affiliate of Offeror in accordance with Article 231-13 of the AMF Regulation and declared conform by the AMF, in accordance with article 232-7 of the AMF Regulation; “Stock Options” shall mean of all stock options and all options to purchase or subscribe for Company Shares granted to employees, directors or other officers of the Company and its Affiliates; “Takeover Proposal” shall mean any inquiry, proposal or offer from any person (other than Offeror) relating to, or that could reasonably be expected to lead to, any direct or indirect acquisition, in one transaction or a series of transactions, including, any merger, consolidation, tender offer, exchange offer, stock acquisition, asset acquisition, binding share exchange, business combination, recapitalization, liquidation, dissolution, joint venture or similar transaction, of (A) assets or businesses that constitute or represent 10% or more of the total revenue, operating income, EBITDA or assets of the Company and its Affiliates, taken as a whole, for the fiscal year ended December 31, 2012, or (B) 5% or more of the outstanding Company Shares of any class of capital stock of, or other equity or voting interests in, the Company or any class of capital stock of, or other equity or voting interests in, any of the Company’s Affiliates directly or indirectly holding, individually or taken together, the assets or businesses referred to in clause (A) above, in each case other than the Offer; “Treasury Shares” shall mean ordinary shares of the Company held, from time to time, by the Company or any of its Affiliates.
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Examples of Undertaking Agreements in a sentence

  • The downgrade of AIG and Ambac ratings triggered, at the option of the counterparties, replacement of the Payment Undertaking Agreements and the surety bonds for 18 of the 19 transactions.

  • The Borrower shall prepay in whole all Loans outstanding immediately prior to making any payment of Rent, other than any payment of Rent made solely with amounts drawn under Rent Reserve Account Payment Undertaking Agreements, and shall not borrow hereunder on the date on which any payment of Rent shall be made.

  • The City will continue to execute bi-party Site Plan or Letter of Undertaking Agreements (City and Landowner), and the Region of York will continue to execute their own Site Plan Agreement to secure Regional interests.

  • In the event WHAIR exercise the right to extend the lease, WHAIR shall pay the rental for the extended period not over than 80.00 million Bath.Annex 5Summary of Undertaking Agreements from the additional disposing assets No.8 to Kasikorn Asset Management Co., Ltd., as the Trustee of WHA Premium Growth Freehold and Leasehold Real Estate Investment Trust 1.

  • The Merger Agreement, the Undertaking Agreements, the Limited Guaranty, the Exclusivity Agreement and the Non-Disclosure Agreement, and the following summaries of each agreement, have been included to provide investors and stockholders with information regarding the terms of each agreement.

  • The OPLI Stockholders Voting and Undertaking Agreements shall be in full force and effect, in accordance with their terms.

  • TRR acknowledges all Players commitment and dedication through their Undertaking Agreements towards extending their services to the people of Vanuatu, as it is an indication of the Player’s support and commitment towards the Government’s UAP and its implementation.

  • Simultaneously herewith, Buyer is delivering to the Company Buyer Shareholder Undertaking Agreements duly executed by each of Mr. Elon Gxxxx, Xx. Xxx Xxx, XxXxxxxx International Trading, Inc.

  • The Depositary Agent shall not issue any notice of reduction to the provider of the Additional Liquidity Letter of Credit reducing the amount available to be drawn thereunder by the amount available to be demanded under such Special Rent Reserve Account Payment Undertaking Agreements.

  • Except in connection with, and to the extent provided in, the Conversion Agreement, the Release Agreement, the Undertaking Agreements, and the Majority Stockholder Written Consent Agreements, none of the representations and warranties, or any covenant to be performed prior to the Effective Time, contained in this Agreement shall survive the Effective Time and only the covenants that by their terms survive the Effective Time and this Section 8 shall survive the Effective Time.


More Definitions of Undertaking Agreements

Undertaking Agreements shall have the meaning set forth in Recital (B);
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Related to Undertaking Agreements

  • 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.

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

  • Undertaking Letter The letter in substantially the form set forth in Exhibit C of the Trust Agreement.

  • Acquisition Agreements has the meaning specified in the Recitals.

  • Subordination Agreements means, collectively, any subordination agreements entered into by any Person from time to time in favor of Agent in connection with any Subordinated Debt, the terms of which are acceptable to the Agent, in each case as the same may be amended, restated or otherwise modified from time to time, and “Subordination Agreement” shall mean any one of them.

  • Lock-Up Agreements means the lock-up agreements that are delivered on the date hereof by each of the Company’s officers and directors, in the form of Exhibit A attached hereto.

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

  • Note Agreements means, collectively, the 2011 Note Agreement and the 2014 Note Agreement.

  • Agreements All vendor Purchase Orders and/or Agreements/Contracts must be emailed to TIPS at xxxxxx@xxxx-xxx.xxx. Should an agency send an order direct to vendor, it is the vendor’s responsibility to forward the order to TIPS at the email above within 24 business hours and confirm its receipt with TIPS.

  • Disclosure Undertaking means the Continuing Disclosure Undertaking, dated as of the Dated Date, relating to certain obligations contained in the SEC Rule.

  • Retention Agreements has the meaning set forth in Section 5.11(e).

  • Reaffirmation Agreement means the Reaffirmation Agreement dated as of the Closing Date by the Borrower and the Guarantors to the Administrative Agent for the benefit of the Secured Parties.

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

  • Guaranty Agreements means and includes the Guarantee of the Loan Parties provided for in Section 11, and any other guaranty agreement executed and delivered in order to guarantee the Obligations or any part thereof in form and substance reasonably acceptable to the Administrative Agent.

  • Indemnification Agreements shall have the meaning set forth in Section 6.01(a).

  • Assignment Agreements The following Assignment, Assumption and Recognition Agreements, each dated as of March 29, 2006, whereby certain Servicing Agreements solely with respect to the related Mortgage Loans were assigned to the Depositor for the benefit of the Certificateholders:

  • Other Agreements means, collectively, (a) all existing and future agreements and instruments between, among or by Borrower (or an affiliate), on the one hand, and Lender (or an affiliate), on the other hand, and (b) any financing agreement or a material agreement that affects Borrower’s ongoing business operations.

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

  • Business Agreements has the meaning specified in Section 5.15.

  • Settlement Agreements means any settlement reached in the U.S. Litigation with any of the Settling Defendants.

  • Additional Agreements means all agreements, instruments, documents and opinions other than this Loan Agreement, whether with or from Customer or any other party, which are contemplated hereby or otherwise reasonably required by MLBFS in connection herewith, or which evidence the creation, guaranty or collateralization of any of the Obligations or the granting or perfection of liens or security interests upon the Collateral or any other collateral for the Obligations.

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

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

  • Commercial Agreements means all or any Agreement or Agreements with any third party including but not limited to broadcasting, media, sponsorship, marketing, merchandising, licensing and advertising, for the general promotion of each or any of the Clubs in the Competition and the Company, and which have the object of promoting the welfare and general commercial interest and increasing the financial resources of each of the Clubs, the Company and the Competition.

  • Acquisition Agreement Representations means the representations and warranties with respect to the Companies made by the Seller in the Acquisition Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders, but only to the extent that the Borrower or its Affiliates have the right to terminate its or their obligations under the Acquisition Agreement (or decline to consummate the Rockwood Acquisition) as a result of a breach of such representations in the Acquisition Agreement.

  • Construction Agreements means agreements to which Tenant is a party for Construction Work, rehabilitation, alteration, repair, replacement or demolition performed pursuant to this Lease.