Zenith Sample Clauses

Zenith. Zenith, on behalf of itself and its respective controlled Affiliates and its and such Affiliates' respective predecessors, successors and assigns on one hand, and Lender on the other shall have executed and delivered mutual general releases of each other and their respective stockholders, directors, employees, agents, representatives and attorneys, and the predecessors, successors, assigns and personal representatives of each of the foregoing Persons, with respect to any and all claims and other obligations or liabilities, of any nature whatsoever, whether known or unknown, in any way relating to the credit relationship between Lender and Borrower and any of its Affiliates, to the transactions between Zenith and Borrower or any of its Affiliates, or to the Debtors' bankruptcy proceedings, and arising from any action or omission occurring on or before the Effective Date; provided, however, that such releases shall not include any claims, obligations or liabilities arising under documents executed in connection with the consummation of the Plan.
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Zenith. 16.1 The Parent will undertake that no member of the Group will terminate, amend or vary (or acquiesce in any termination, amendment or variation of) the terms of the Joint Venture Agreement dated 27 September 2001 with Publicis Group S.A. (the "JVA") in a way which might reasonably be expected to adversely affect the Group's rights or interests under or in respect of the put and call options contained therein relating to the Group's shares in Zenith Optimedia Group Limited ("Zenith") (except as required by 16.2 below) or which might reasonably be expected to adversely affect (or delay) the amount of receipt of any amount referred to in 16.6 below.
Zenith in the case of the Parent only, it will not, and will procure that no other member of the Group will, terminate, amend or vary (or acquiesce in any termination, amendment or variation of) the terms of the Zenith Joint Venture Agreement in a way which might reasonably be expected to adversely affect the Group's rights or interests under or in respect of the put and call options contained therein relating to the Group's shares in Zenith or which might reasonably be expected to adversely affect (or delay) the amount of receipt of any amount referred to in clause 8.6.3;

Related to Zenith

  • Directors, Trustees and Shareholders and Massachusetts Business Trust It is understood and is expressly stipulated that neither the holders of shares in the Fund nor any Directors or Trustees of the Fund shall be personally liable hereunder. With respect to any Fund which is a party to this Agreement and which is organized as a Massachusetts business trust (“Trust”), the term “Fund” means and refers to the trust established by its applicable trust agreement (Declaration of Trust) as the same may be amended from time to time. It is expressly agreed that the obligations of any such Trust hereunder shall not be binding upon any of the trustees, shareholders, nominees, officers, agents or employees of the Trust, personally, but bind only the trust property of the Trust, as provided in the Declaration of Trust of the Trust. The execution and delivery of this Agreement has been authorized by the trustees and signed by an authorized officer of the Trust, acting as such, and neither such authorization by such Trustees nor such execution and delivery by such officer shall be deemed to have been made by any of them, but shall bind only the trust property of the Trust as provided in its Declaration of Trust.

  • Cornerstone shall notify the LLC and confirm such advice in writing (i) when the filing of any post-effective amendment to the Registration Statement or supplement to the Prospectus is required, when the same is filed and, in the case of the Registration Statement and any post-effective amendment, when the same becomes effective, (ii) of any request by the Securities and Exchange Commission for any amendment of or supplement to the Registration Statement or the Prospectus or for additional information and (iii) of the entry of any stop order suspending the effectiveness of the Registration Statement or the initiation or threatening of any proceedings for that purpose, and, if such stop order shall be entered, Cornerstone shall use its best efforts promptly to obtain the lifting thereof.

  • TEACHERS AND RESEARCHERS 1. An individual who is a resident of a Contracting State immediately before making a visit to the other Contracting State, and who, at the invitation of any university, college, school or other similar educational institution, visits that other State for a period not exceeding two years solely for the purpose of teaching or research or both at such educational institution shall be exempt from tax in that other State on any remuneration for such teaching or research.

  • Insurance Companies Insurance required hereunder shall be in companies duly licensed to transact business in the State of Washington, and maintaining during the policy term a General Policyholders Rating of ‘A-’ or better and a financial rating of ‘IX’ or better, as set forth in the most current issue of “Best’s Insurance Guide.”

  • Insurance Company The Buyer is an insurance company whose primary and predominant business activity is the writing of insurance or the reinsuring of risks underwritten by insurance companies and which is subject to supervision by the insurance commissioner or a similar official or agency of a State, territory or the District of Columbia.

  • Company The term “

  • Services to the Corporation Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

  • citizens abroad 2. Unless the circumstances described in the parenthetical in paragraph 1 above are applicable, either (a) at the time the buy order was originated, the buyer was outside the United States or we and any person acting on our behalf reasonably believed that the buyer was outside the United States or (b) the transaction was executed in, on or through the facilities of a designated offshore securities market, and neither we nor any person acting on our behalf knows that the transaction was pre-arranged with a buyer in the United States.

  • Registered Office and Resident Agent The Registered Office and Resident Agent of the Company shall be as designated in the initial Articles of Organization/Certificate of Organization or any amendment thereof. The Registered Office and/or Resident Agent may be changed from time to time. Any such change shall be made in accordance with the Statutes, or, if different from the Statutes, in accordance with the provisions of this Agreement. If the Resident Agent shall ever resign, the Company shall promptly appoint a successor agent.

  • Athletics A. It is the responsibility of the Director of Athletics to make proper requests for assistance in crowd control at interscholastic athletic activities.

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