Melrose. If any shares of Restricted Stock are to be forfeited, certificates representing such shares shall be delivered to the Company for reissuance in its name or cancellation and Mr. Melrose shall have no further interest in such stock.
Melrose. (D) The terms of this Agreement are not intended to, and do not, impose on Mr. Melrose a mandatory retirement date not otherwise applicable to employees of the Company generally, and Mr. Melrose shall not be obligated to retire as an officer of the Company in order to obtain the benefits of this Agreement.
Melrose. Mindoro School District makes no warranties of any kind, whether expressed or implied, for the service it is providing. Melrose-Mindoro School District will not be responsible for any damages you suffer, this includes loss of data resulting from delays, nondeliveries, mis-deliveries, or service interruptions caused by its own negligence or your errors or omissions. Use of any information obtained via the Internet is at your own risk. Melrose-Mindoro School District specifically denies any responsibility for the accuracy or quality of information obtained through its services.
Melrose. Vendor's Principal Place of Business (State) In what state is Vendor's principal place of business located?
Melrose. SUBJECT: TENDER OFFER FOR TORO STOCK -------------------------------------------------------------------------------- By now most of you have read the announcement that the Company is conducting a Dutch Auction Self Tender Offer to purchase up to 2,500,000 shares of Toro stock for a price that Toro will determine between $56.50 and $60.00 per share. All shares that Toro purchases under the Tender Offer will be purchased at the same price. As a stockholder and as a participant in a Toro retirement plan which owns Toro stock, you will be receiving in the mail a number of legal documents in connection with the Tender Offer including:
Melrose. UK 4 Limited is the lender of the Spanish PPLs (as defined below).
Melrose shall promptly upon request by Elster (whether for itself or any of its subsidiaries):
Melrose acknowledges that Elster’s reporting is based on US GAAP and that Elster has to continue to report under US GAAP until the deregistration with the SEC. After the Announcement Date, the Parties shall cooperate in good faith to find solutions to provide adequate financial reporting based on Melrose IFRS (reconciliation from US-GAAP to Melrose IFRS), including also for the purpose of calculating and testing compliance with the financial covenants under the New Facilities Agreement, as soon as practicably possible but not before the preparation of the financial statements for the business year ending on 31 December 2012. The cost for such additional reporting based on Melrose IFRS shall be borne by Melrose if and to the extent such additional reporting is not required under the Senior Notes Indenture as of the date of the Investment Agreement.
Melrose may disclose the contents and a copy of this Investment Agreement in the Tender Offer Documents, the Prospectus and/or the Circular and in any other public announcements relating thereto. Elster may disclose the contents and a copy of this Investment Agreement in its Schedule 14D-9 and in any other public announcements relating to the Tender Offer. The Parties are in agreement that (i) Melrose may disclose this Investment Agreement, the Non-Disclosure Agreement, the Cost-Compensation Agreement and the Indemnification Agreement to financing sources providing or anticipated to provide financing in relation to the Transaction; (ii) Elster may disclose this Investment Agreement, the Non-Disclosure Agreement, the Cost-Compensation Agreement and the Indemnification Agreement to its current or future financing sources and (iii) that either Party may disclose such documents where it is required by law or registry or regulatory requirements to do so. With the exception of Elster’s right to announce a Change in the Recommendation in accordance with Section 3.7 above, neither Party will issue a press release or any other public statement with respect to the transactions contemplated by this Investment Agreement without the consent of the other Party (not to be unreasonably withheld or delayed), except as required by applicable law or by a court or any securities exchange or regulatory or governmental body to which the relevant Party is subject or submits wherever situated, in which case the Party concerned shall take all such steps as may be reasonable and practicable in the circumstances to agree the contents of such press release or other public statement with the other Party before making it.
