Almatis Topco Sample Clauses

Almatis Topco. 2 agrees with the Investors as a separate and independent covenant (to the extent it is legally able to do so) that it will act, and will procure (save as otherwise provided in this Agreement or consented to by all of the Investor Directors), that each Group Member acts, in accordance with Part 1 of SCHEDULE [5]. Negative undertakings
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Almatis Topco. 1 to authorize and determine the potential maximum number of Mezzanine Shares and Mezzanine Junior Preference Shares to be issued pursuant to the Final Plan Documents and the Disbursing Agent Agreement (which shall initially not be outstanding but shall be reserved), whereby:
Almatis Topco. 1 to issue to the Dutch Foundation, for no additional consideration, on the Forfeiture Date the Forfeited Almatis Topco Shares by Dutch law notarial deed and to immediately following such issue have the Dutch Foundation transfer the Forfeited Almatis Topco Shares to Almatis Topco 1 for no consideration, which Forfeited Almatis Topco Shares shall subsequently be cancelled by Almatis Topco 1;
Almatis Topco. 1 and Almatis Topco 2 to take any such further steps and actions or sign any such agreement as may be necessary in connection with the implementation of the Plan and the effectuation of the Restructuring;

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