Exhibit 7. 2.8 contains a complete list of the following agreements in force to which TRIP and/or its Controlled Companies are parties (together, the “TRIP Relevant Agreements”): (i) Any agreement or set of agreements of the same nature (including those entered into with clients, vendors, brokers, consultants, service providers, agents or distributors) which, individually, involve the payment or receipt by TRIP and/or by its Controlled Companies of any amounts in excess of R$1,000,000.00 (one million Brazilian Reais) per annum; (ii) Any agreement containing any covenant or commitment which restrains TRIP’s and/or its Controlled Companies’ freedom to compete in any market segment or business activity or with any Person in any geographical area, or which, by its own terms, restrains TRIP’s and/or its Controlled Companies’ freedom to operate in any market segment, or which requires TRIP and/or its Controlled Companies to distribute or use any technology, product or service on an exclusive basis; (iii) Any agreement providing for the concession to third parties of the right to operate, in whole or in part, the businesses of TRIP and/or its Controlled Companies or establishing the assignment of any portion of the revenues of TRIP and/or its Controlled Companies; (iv) Any agreement entered into with any manager, officer, collaborator or employee of TRIP and/or its Controlled Companies; (v) Any leasing, lease, sublease or free lease agreement entered into with any Person to which TRIP and/or its Controlled Companies is bound as a principal, lessor, sublessor, free lessor, lessee, sublessee, free lessee or guarantor; (vi) Any financial agreements, including any facility, loan, credit, vendor, investment or derivative agreements, which jointly or individually result in an obligation for TRIP and/or its Controlled Companies at an amount in excess of R$1,000,000.00 (one million Brazilian Reais) per annum; (vii) Any agreement for the creation of any Lien on any property and/or asset of TRIP and/or of its Controlled Companies; (viii) Any agreement for the purchase, sale or transfer, on any account, of any property and/or asset that is or may be included in TRIP’s and/or its Controlled Companies’ assets; (ix) Any agreement containing any provision in regard to a right of first refusal on the acquisition of any property or asset owned by a third party or by TRIP and/or its Controlled Companies; (x) Any joint-venture, consortium or other agreement providing for the creation of a company or any other type of business organization, as well as all joint-venture or other similar agreements involving a sharing of profits or Losses with any other Person; (xi) Any agreement providing for the payment of any indemnity at an amount in excess of R$100,000.00 (one hundred thousand Brazilian Reais) to be borne by TRIP and/or by its Controlled Companies; (xii) Any agreement which contains a provision in regard to a change in the control of TRIP and/or of its Controlled Companies, or provides for a request of prior consent from a third party for the consummation of the Transaction set forth this Agreement, or could result in its early termination; (xiii) Any agreement whose subject matter is the acquisition or disposal of any business (whether through sale, corporate restructuring or otherwise) involving TRIP and/or its Controlled Companies; (xiv) Any agreement entered into by TRIP and/or by its Controlled Companies with any Governmental ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇ union or trade association; (xv) Any agreement establishing the provision of any guarantee to third parties by TRIP and/or by its Controlled Companies; (xvi) Any agreement with Related Parties; and (xvii) Any relevant license, sublicense and/or authorization agreements, among others, involving the use by TRIP and/or by its Controlled Companies of the Intellectual Property currently used in the conduct of their businesses.
Appears in 3 contracts
Sources: Investment Agreement (Azul Sa), Investment Agreement (Azul Sa), Investment Agreement (Azul Sa)