Born Free definition
Examples of Born Free in a sentence
Obligors further agree if the total gross revenues of Born Free Holdings Ltd.
The Born Free Situation could give rise to a Material Adverse Effect.
If Born Free decides, prior to Closing, to terminate its relations with the Company, at no fault of TopSpin, then either Party may, within 15 days of becoming aware of such termination, cancel this Agreement, with neither Party having any claim against the other in this respect (but without releasing the parties from liability for a breach of this Agreement prior to the date of such termination).
Anavid has delivered to TopSpin details of the Born Free Situation and copies of correspondence between the Company and Born Free.
TopSpin hereby confirms (and this will be deemed a representation and warranty delivered by TopSpin) that it is aware of the foregoing and of the Born Free Situation.
If TopSpin shall reach any settlement with Born Free and/or the mold supplier, including for payment of any compensation or other benefit to Born Free and/or the mold supplier, then this will be at the expense of TopSpin and/or at the expense of the Company, but not Anavid or Ahzakot.
Without derogating from the above provisions in relation to Extraordinary Matters, the Parties agree that TopSpin shall have no claim, for indemnification or otherwise, against Anavid and/or Ahzakot in relation to the Born Free Situation, and shall not otherwise be entitled in connection with the Born Free Situation to reduce any payment under this Agreement.
The Borrowers and the Administrative Agent shall execute such agreements and documents as the Administrative Agent shall reasonably require in order to effect and perfect the grant of a security interest in sixty-five percent (65%) of the capital stock of Born Free.
Claims by Born Free against the Company and/or Anavid in respect of matters that do not relate to the manufacture and sale of bottle teats and valves and are therefore outside the ordinary course of business — such as the manufacture and sale of dies and other such circumstances — are not included in the Born Free Situation (in this clause: “Extraordinary Matters”).
Resolution of Extraordinary Matters shall be by means of negotiations between TopSpin and Born Free, with any outcome that would involve payment (including, without limitation, payment in kind, set off, waiver of amounts due to the Company and other similar arrangement) being made to Born Free and/or the mold supplier in excess of 180,000 Euros being subject to Anavid’s prior written approval which shall not be unreasonably withheld, prior to Closing.