Parent Contribution Clause Samples

Parent Contribution. The parents/guardians of a player selected to any of the WSLL All-Star teams will contribute an amount to be determined by the Executive Committee.

Parent Contribution. Parent shall contribute to Purchaser all Parent Class A Shares required to be delivered to any Person pursuant to this Agreement within a timeframe that would permit Purchaser to deliver such Parent Class A Shares on the timeframes required by this Agreement and in accordance with Purchaser’s covenants and obligations hereunder.

Parent Contribution. On the terms and subject to the conditions set forth herein, and subject to Section ‎6.4, Section ‎6.5, Section ‎6.6 and Section ‎6.7, Midco agrees and covenants to Parent and the Company that, immediately following the Exchange, in exchange for the issuance by Parent to Midco of the Parent Shares, Midco will contribute, assign, transfer, convey and deliver (or cause to be contributed, assigned, transferred, conveyed and delivered) to Midco (or its designee) (i) all of the Rollover Shares, free and clear of any and all Liens (including any restriction on the right to vote, sell or otherwise dispose of the Rollover Shares), except as may exist by reason of this Agreement, the Merger Agreement and applicable securities laws, and (ii) the cash Midco received pursuant to the Midco Contribution. ▇▇▇▇▇ acknowledges and agrees that, from and after the Exchange and Midco Contribution, except as set forth in this Agreement, Midco shall have no right, title or interest in or to the Rollover Shares, other than the right to receive the Parent Shares. Except as expressly provided in this ‎Section 6 with respect to the Rollover Shares, nothing contained in this Agreement shall be deemed to vest in Parent any direct or indirect ownership or incidence of ownership of or with respect to any Shares. All ownership and economic benefits of and relating to the Shares shall remain vested in and belong to the Stockholder until the consummation of the Exchange.

Parent Contribution. At or prior to the Closing, after satisfying the Permitted Parent Leakage, Parent shall contribute the remaining Trust Fund monies (and other cash held by Parent, collectively the “Parent Contribution Amount”) to the Buyer in exchange for the Buyer Units contemplated by Section 1.2(c)(B), and the Expenses of Parent shall be paid in accordance with Section 12.8.

Parent Contribution. GM hereby guarantees to the ASARCO Committee (together with ASARCO, the “Guaranteed Parties”) the prompt payment in full of the Parent Contribution when due in accordance with the terms of the Plan (such obligations being herein collectively called the “Parent Contribution Obligations” and, together with the WCF Obligations, the “Guaranteed Obligations”). GM hereby further agrees that if the Plan Sponsor shall fail to pay in full when due any of the Parent Contribution Obligations, GM will promptly pay the same, without any demand or notice whatsoever, and that in the case of any extension of time of payment or renewal of any of the Parent Contribution Obligations, the same will be promptly performed and paid in full when due in accordance with the terms of such extension or renewal, provided that (i) in no event shall the ASARCO Committee receive, in connection with exercising its rights hereunder and under that certain third amended and restated escrow agreement dated August 20, 2009 by and among ASARCO Inc, AMC and The Bank of New York Mellon (the “Escrow Agreement”), an aggregate amount exceeding the Parent Contribution (computed, for purposes of determining the aggregate U.S. dollar amount of any SCC Stock (as defined in the Escrow Agreement) received by the ASARCO Committee pursuant to the Escrow Agreement, based on the “last reported sale price” of such SCC Stock in accordance with the Escrow Agreement) and (ii) prior to enforcing its rights hereunder, the ASARCO Committee (in consultation with the Asbestos Representatives (as defined in the Plan)) shall have first exercised its rights under Section 3 of the Escrow Agreement.

Parent Contribution. The Parent Contribution shall have been made.

Parent Contribution. Prior to the Effective Time, Parent or an Affiliate of Parent shall contribute $40 million in cash or cash equivalents to Newco in exchange for an issuance of 2,154,882 shares of Class B Common Stock to Parent.

Parent Contribution. On the terms and subject to the conditions set forth in this Agreement, on the Closing Date and immediately after the Blocker Merger Effective Time, Parent shall contribute to Merger Sub, as a capital contribution in respect of the Merger Sub Interests, (a) cash in the amount of the Available Funds less (i) the amount of the Parent Transaction Expenses and (ii) the aggregate amount payable by Parent in lieu of fractional shares of Parent Class A Common Stock pursuant to Section 2.4(b)(i), (b) the number of shares of Parent Class B Common Stock included in the Company Merger Consideration, and (c) the number of shares of Parent Class A Common Stock to be used for the payment of Stock Transaction Expenses pursuant to Section 2.7(c) and Section 2.7(d) (the “Parent Contribution”).

Parent Contribution. Parent shall have contributed $30,000,000 to the account of Target by wire transfer of immediately available funds, the uses of which are set forth in Parent Schedule A to this Agreement.