Earthbound definition

Earthbound any Collections (or proceeds thereof ) arising from any source, media or territory with respect to “Law Abiding Citizen” or “The Rebound”, and, to the extent necessary to avoid a violation of the above restriction, regardless of any calculations and/or allocations applicable to other Persons in connection with such production loan or P&A facility, Holdings and the Company shall cause all calculations and allocations under any such production loan or P&A facility which are applicable to or otherwise affect sums payable to Collateral Agent and/or Holders to be made in accordance with the above restrictions and to directly make payments to the Collateral Agent and/or the Holders in respect of the distribution of “Earthbound”, any participation payments due to the Holders in respect of “Earthbound”, in each case as and when due to them under the terms of the Participation Agreement and other applicable Note Documents; and
View Source
Earthbound. Earthbound, LLC, a Delaware limited liability company.
View Source

Examples of Earthbound in a sentence

  • Except for the Permitted Liens and as set forth on Schedule 4.11, as of the date hereof the Earthbound Group has, and upon the Closing will have, good, valid and marketable title, or a valid leasehold interest in, all assets used in their respective businesses as reflected on the Balance Sheet as being owned or leased by them.

  • The Sellers’ Representative and the Earthbound Group shall have performed and complied in all material respects with all agreements, obligations, and covenants required by this Agreement to be so performed or complied with by the Sellers’ Representative and the Earthbound Group at or prior to the Earthbound Closing.

  • Earthbound I is duly qualified or authorized to do business and is in good standing under the laws of each jurisdiction in which the conduct of its business or the ownership of its properties, requires such qualification or authorization except where the failure to be so qualified, authorized or in good standing would not be materially adverse to the Earthbound Group, taken as a whole.

  • Except as otherwise contemplated by this Agreement or as set forth on Schedule 7.1, between the date of this Agreement and the Closing Date, unless Buyer shall otherwise provide its prior written consent, the business of the Earthbound Group shall be conducted only in the ordinary course of business in all material respects, and Buyer shall cause the Earthbound Group to use its commercially reasonable efforts to preserve intact in all material respects their business organization.

  • Earthbound Merger Sub a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware and has all requisite power and authority to own, lease, and operate its properties, and to carry on its business and now conducted.

  • Except as set forth in Schedule 4.4(a), there are no shareholder agreements, voting trusts, proxies or other agreements or understandings with respect to any units of Earthbound I, including with respect to the voting thereof.

  • The Earthbound Group and Buyer will each request early termination of the waiting period with respect to the Mergers under the HSR Act.

  • The parties agree that, for Tax purposes, including for purposes of determining the amount of money or the fair market value of property received by the Earthbound Holders that is attributable to unrealized receivables or inventory pursuant to Section 751(a) of the Code, the allocation principles and parameters set forth on Schedule 7.10 shall be determinative.

  • All fees and expenses associated with notices, reports and filings contemplated by this Section 7.9(a) shall be borne equally by Buyer, on the one hand, and the Earthbound Group, on the other hand.

  • The Earthbound Holders and Buyer shall attempt in good faith to resolve any disagreements regarding any Tax Returns covered hereby prior to the due date for filing.