Joint Investment Sample Clauses

Joint Investment. The Investor may include one additional Investor to invest under this Agreement jointly:
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Joint Investment. The Investor may include one additional Investor to be jointly represented by the Company:
Joint Investment. Notwithstanding the provisions of Section 8.1, the property in the Fund may be invested and reinvested jointly with property of CCS that is not part of the Fund. If such investment of Fund properties with non-Fund properties occurs, adequate records shall be maintained by the Trustee from which the specific identity of the assets of the Fund and the income earned and attributable to such assets can be ascertained.
Joint Investment. 13.1. 13.1. In the event the Service Provider wishes to investment in any of the Experimenter's to whom the Arena has provided the Arena's Services, including in a corporation related to the Experimenter, including by way of acquiring shares and / or other rights in the Experimenter and / or providing a loan and / or in any manner (hereinafter: "Investment"), The service provider shall be required to submit a detailed report regarding the investment being considered by it to the Steering Committee (hereinafter: the "Report"). Any member of the Steering Committee may require clarification and / or obtaining additional details regarding the Investment which were not included in the Report.
Joint Investment. Chinalco has created a special purpose vehicle company in Singapore (“SPV”) with the intent to acquire up to 14.9% of the ordinary shares (including any American Depositary Shares) of Scorpio North (the “Scorpio Interest”). In connection with this, we have discussed the following. Participation with SPV - · Alcoa will loan SPV 5% of the total funds required to purchase the Scorpio Interest. This loan is expected to be approximately US$1.0 billion, but will not exceed US$1.2 billion. · Upon receipt of all necessary governmental approvals, Alcoa will convert the loan into SPV equity shares in the same proportion as the percentage of equity to debt as Chinalco maintains in SPV. For example, if, as expected, Chinalco funds SPV using 30% equity and 70% debt and Alcoa’s loan is US$l billion, then US$300 million of Alcoa’s loan would be converted to equity in SPV and US$700 million would remain as debt. · Alcoa will have the option to convert additional portions of the loan, and/or to loan additional funds as agreed by the parties. · The interest obligation on the non-converted portion of the loan would be separately funded by Alcoa, if necessary, by additional contributions to SPV by Alcoa. · Alcoa would not, as an equity owner of SPV, be obligated for any repayment of interest on the remaining debt or obligations of SPV, unless otherwise agreed as part of the exercise of Alcoa’s option. · The loan by Alcoa to SPV would be secured by SPV’s Scorpio shares. · Alcoa may at its option exit SPV at any time after an agreed upon initial holding period. Upon such exit or other liquidation or dissolution of SPV, one of the following will occur, at Chinalco’s option: (i) SPV will distribute in kind to Alcoa a number of Scorpio shares held by SPV in an amount proportionately equivalent to Alcoa’s total debt and equity interest in SPV (the “Equivalent Scorpio Shares”) or (ii) Chinalco or SPV will purchase Alcoa’s debt and equity interest in SPV at a price equal to the then current market value of the Equivalent Scorpio Shares. · Alcoa will bear the market risk of the value of the Equivalent Scorpio Shares. Initial Implementation of the Cooperation The attached form of a Convertible Note will be executed by Alcoa and SPV with this MOU for the initial loan by Alcoa to SPV to implement the acquisition of the Scorpio Interest. Next Steps Subsequent to this Memorandum, the parties will enter into a binding shareholder agreement setting forth the governance provisions of SPV, inc...
Joint Investment. All Partners of this Limited Partnership hereby agree that on the premise of complying with relevant laws and regulations the Managing Company shall have the authority to distribute the 20% of the available part of the Limited Partnership’s investment amount towards the Portfolio Company to the Managing Team’s members or the connected entities set up by the members, and the foregoing 20% shall be used to make investments by the Managing Team’s members or the connected entities and the Limited Partnership. The specific distributive shares shall be determined by the Investment Committee.
Joint Investment. SUB-LICENSEE INVESTMENT:
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Related to Joint Investment

  • Independent Investment No Purchaser has agreed to act with any other Purchaser for the purpose of acquiring, holding, voting or disposing of the Securities purchased hereunder for purposes of Section 13(d) under the Exchange Act, and each Purchaser is acting independently with respect to its investment in the Securities.

  • PIPE Investment (a) Acquiror has delivered to the Company true, correct and complete copies of each of the Subscription Agreements entered into by Acquiror with the applicable PIPE Investors named therein, pursuant to which the PIPE Investors have committed to provide equity financing to Acquiror solely for purposes of consummating the Transactions in the aggregate amount of not less than $225,000,000 (the “PIPE Investment Amount”). To the knowledge of Acquiror, with respect to each PIPE Investor, the Subscription Agreement with such PIPE Investor is in full force and effect and has not been withdrawn or terminated, or otherwise amended or modified, in any respect, and no withdrawal, termination, amendment or modification is contemplated by Acquiror. Each Subscription Agreement is a legal, valid and binding obligation of Acquiror and, to the knowledge of Acquiror, each PIPE Investor, and neither the execution or delivery by any party thereto nor the performance of any party’s obligations under any such Subscription Agreement violates or will violate any Laws. There are no other agreements, side letters, or arrangements between Acquiror and any PIPE Investor that could affect the obligation of such PIPE Investors to contribute to Acquiror the applicable portion of the PIPE Investment Amount set forth in the Subscription Agreement of such PIPE Investors, and, as of the date hereof, Acquiror does not know of any facts or circumstances that may reasonably be expected to result in any of the conditions set forth in any Subscription Agreement not being satisfied, or the PIPE Investment Amount not being available to Acquiror, on the Closing Date. No event has occurred that, with or without notice, lapse of time or both, would constitute a default or breach on the part of Acquiror under any material term or condition of any Subscription Agreement and, as of the date hereof, Acquiror has no reason to believe that it will be unable to satisfy in all respects on a timely basis any condition to closing or material term to be satisfied by it contained in any Subscription Agreement. The Subscription Agreements contain all of the conditions precedent (other than the conditions contained in this Agreement) to the obligations of the PIPE Investors to contribute to Acquiror the applicable portion of the PIPE Investment Amount set forth in the Subscription Agreements on the terms therein.

  • Registered Investment Adviser The Sub-Adviser (i) is duly registered as an investment adviser under the Advisers Act and will continue to be so registered for so long as this Agreement remains in effect; (ii) is not prohibited by the 1940 Act or the Advisers Act from performing the services contemplated by this Agreement; (iii) has appointed a Chief Compliance Officer under Rule 206(4)-7 under the Advisers Act; (iv) has adopted written policies and procedures that are reasonably designed to prevent violations of the Advisers Act from occurring, and correct promptly any violations that have occurred, and will provide notice promptly to the Adviser of any material violations relating to the Fund; (v) has materially met and will seek to continue to meet for so long as this Agreement remains in effect, any other applicable federal or state requirements, or the applicable requirements of any regulatory or industry self-regulatory agency; and (vi) will promptly notify the Adviser of the occurrence of any event that would disqualify the Sub-Adviser from serving as an investment adviser of a registered investment company pursuant to Section 9(a) of the 1940 Act.

  • Investment Promotion 1. Each Contracting Party shall promote investments in its territory by investors of the other Contracting Party and admit such investments in accordance with its legislation.

  • Independent Investment Decision Such Purchaser has independently evaluated the merits of its decision to purchase the Shares pursuant to the Agreement, and such Purchaser confirms that it has not relied on the advice of any other Purchaser’s business and/or legal counsel in making such decision. Such Purchaser has not relied on the business or legal advice of the Company or any of its agents, counsel or Affiliates in making its investment decision hereunder, and confirms that none of such Persons has made any representations or warranties to such Purchaser in connection with the transactions contemplated by the Transaction Documents.

  • Legal Investment On the Closing Date, the sale and issuance of the Shares and the proposed issuance of the Conversion Shares shall be legally permitted by all laws and regulations to which Purchasers and the Company are subject.

  • Investment Adviser and Investment Sub-Adviser The Trustees may in their discretion, from time to time, enter into an investment advisory or management contract or contracts with respect to the Trust or any Series whereby the other party or parties to such contract or contracts shall undertake to furnish the Trust with such management, investment advisory, statistical and research facilities and services and such other facilities and services, if any, and all upon such terms and conditions, as the Trustees may in their discretion determine. Notwithstanding any other provision of this Trust Instrument, the Trustees may authorize any investment adviser (subject to such general or specific instructions as the Trustees may from time to time adopt) to effect purchases, sales or exchanges of portfolio securities, other investment instruments of the Trust, or other Trust Property on behalf of the Trustees, or may authorize any officer, employee, agent, or Trustee to effect such purchases, sales or exchanges pursuant to recommendations of the investment adviser (and all without further action by the Trustees). Any such purchases, sales and exchanges shall be deemed to have been authorized by the Trustees. The Trustees may authorize, subject to applicable requirements of the 1940 Act, the investment adviser to employ, from time to time, one or more sub-advisers to perform such of the acts and services of the investment adviser, and upon such terms and conditions, as may be agreed upon between the investment adviser and sub-adviser. Any reference in this Trust Instrument to the investment adviser shall be deemed to include such sub-advisers, unless the context otherwise requires.

  • Investment Article 126.

  • Acquisition for Investment The Purchaser is a “non-US person” as defined in Regulation S, acquiring the Shares solely for the its own account for the purpose of investment and not with a view to or for sale in connection with a distribution to anyone. 投资目的。购买人是符合规则S下定义的“非美国主体”,购买此合同下的股票仅出于其个人的投资目的,不是为了向其他人分销。

  • Acceptable Investment The Company has no knowledge of any circumstances or conditions with respect to the Mortgage Loan, the Mortgaged Property, the Mortgagor or the Mortgagor's credit standing that can reasonably be expected to cause private institutional investors to regard the Mortgage Loan as an unacceptable investment, cause the Mortgage Loan to become delinquent, or adversely affect the value or marketability of the Mortgage Loan;

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