ACOF definition
Examples of ACOF in a sentence
AMP and ACOF shall not use or disclose any of the Company’s and/or ▇▇▇▇▇▇▇’ confidential information in any way that is detrimental to the interests of the Company and/or ▇▇▇▇▇▇▇, directly or indirectly, either during or within three (3) years after the term of this Agreement, except as required in the course of this Agreement.
AMP and ACOF shall, in their respective reasonable discretion, determine the amount of time to be expended by their respective Affiliates and employees in performing such Services.
Each of AMP and ACOF shall be entitled to and may have business interests and engage in business activities in addition to the activities contemplated by this Agreement.
AMP and ACOF shall perform their respective duties hereunder at such times and places as are reasonable, in the reasonable discretion of AMP or ACOF, as the case may be, in light of the tasks involved.
The board of directors (or equivalent managing bodies) of each Subsidiary of the Company shall at any given time either be comprised in the same manner as the Board is then comprised or comprised in a manner reasonably acceptable to both ACOF and ESL.
The Company, ACOF and Sears, ▇▇▇▇▇▇▇ & Co. (“Sears ▇▇▇▇▇▇▇”) are parties to (i) that certain Amended and Restated Stockholders’ Agreement, dated as of January 8, 2008 (the “Original Agreement”), and (ii) that certain Subscription Agreement, dated as of October 7, 2005 (as modified, supplemented or amended from time to time, the “Subscription Agreement”), pursuant to which ACOF subscribed for and purchased from the Company, and the Company issued and sold to ACOF, 199,000 shares of Class A Common Stock.
The ACOF Observer shall be permitted to attend each meeting of the Board or any committee thereof (including any executive sessions of the Board), but will not be entitled to vote on any matter submitted to the Board or such committee thereof.
AMP and ACOF, through their respective employees, Affiliates and employees of Affiliates, shall provide the Company and ▇▇▇▇▇▇▇ with consultation and advice in such fields as financial services, accounting, general business management, acquisitions, dispositions, banking and other matters (the “Services”).
The rights and obligations of ACOF under this Agreement may be assigned by ACOF in its sole discretion to an Affiliate of ACOF.
This Agreement may be amended, and any right or claim hereunder waived, only by a written instrument signed by AMP, ACOF, the Company and ▇▇▇▇▇▇▇.