AWN definition
Examples of AWN in a sentence
GCI Wireless is acquiring the ACS AWN Interest for investment purposes only, for its own account, not as a nominee or agent, and not with a view to the resale or distribution of any part thereof within the meaning of Section 2(11) of the Securities Act.
Except for the Consents described in Schedule 4.5, no Consent with respect to an Assumed Contract (other than a Subscriber Contract) or a material Contract is required to be obtained by any member of the ACS Group (i) to consummate this Agreement and the Transactions or (ii) to permit such Person to assign or transfer the ACS Assets and the ACS AWN Interest as contemplated hereby.
The aggregate purchase price for the ACS Assets and the ACS AWN Interest shall be $300 million (the “Base Purchase Price”), subject to adjustment as provided in Section 2.3 (as so adjusted, the “Purchase Price”).
Schedule 4.15 lists all Drop Circuits that were granted as IRUs by ACS to AWN in the Contribution IRU Agreement or ordered subsequently by AWN under the Contribution IRU Agreement.
To the extent that information derived from FLI needs to be presented to the AWN Board, prior to the provision of such information to the members of the AWN Board other than the AWN CEO, such information will be reviewed pursuant to Section 4.E., below.
Each of ACS and GCI will cooperate in good faith in the preparation and filing of Tax Returns relating to the ACS Assets and the AWN Interests and provide information to the other Party as is reasonably necessary for such Tax Returns.
Such Person and its Affiliates have all requisite power (i) to own, lease, and use the ACS Assets as presently owned, leased, and used, (ii) to conduct the ACS Wireless Activities as presently conducted, (iii) to hold the ACS AWN Interest, and (iv) to execute, deliver, and perform this Agreement and the documents contemplated hereby according to their respective terms.
This Section 4.13 comprises the sole and exclusive representations and warranties of ACS and ACS Wireless relating to the ACS AWN Interest.
AWN may refund by cash, cheque or deposit to the bank account of Subscriber as requested by Subscriber or by means as requested by Subscriber.
After giving effect to the Transactions, such Person and each of its Affiliates that is transferring any of the ACS Assets or the ACS AWN Interest pursuant to this Agreement is solvent and each shall: (a) be able to pay its debts as they become due; (b) own property that has a fair saleable value greater than the amounts required to pay its debts (including a reasonable estimate of the amount of all contingent liabilities); and (c) have adequate capital to carry on its business.