MNG definition
Examples of MNG in a sentence
The parties hereto expressly acknowledge and agree that the Stock is restricted as described in the above legends; and that MNG is under absolutely no obligation to, and has no plans to, register any of the Stock under the Securities Act of 1933, as amended.
However, the term “sale” shall not include any transaction by which the Stock or assets of MNG become owned by any parties to this Agreement or any transferee permitted under Section 3 hereof or any corporation or other entity that is wholly owned by one or more of the parties to this Agreement.
Each Class A Shareholder agrees to execute any written consents required to effectuate the obligations of this Agreement, and MNG agrees at the request of any party entitled to designate directors to call a special meeting of shareholders for the purpose of electing directors.
Such public announcement or “release” describing the transactions provided for herein as may be required by applicable law or regulation shall be made (and jointly agreed to) by MNG and Hearst.
All services and supplies, including employee benefits, shall be provided to the Partnership at cost without any administrative charge, allocation of internal expenses or adjustment for overhead or any other direct or indirect payment to MNG or GANSAT, or their affiliates.
The purchaser’s promissory note shall provide that such note shall be payable in full (i) upon the sale of all or substantially all of the assets used by MNG or its direct or indirect Subsidiaries in the operation of their business, (ii) upon the sale of fifty percent (50%) or more of the then outstanding Stock of MNG within any 180 day period, or (iii) upon the offering of any equity securities by MNG or any Subsidiary of MNG for sale to the public after the date hereof.
If MNG should at anytime, due to bankruptcy, insolvency or similar incapacity, become unable to continue to provide such services on behalf of the Partnership, the Partners shall, by mutual agreement, make appropriate arrangements for the provision of such services by one or more of the other Partners or their Affiliates, or by one or more third parties.
Newsprint purchased for the Partnership by MNG shall be provided at MNG’s cost, including all vendor discounts related to newsprint purchased by the Partnership.
Therefore, if any party hereto shall institute any action or proceeding to enforce the provisions hereof, any Person (including MNG) against whom such action or proceeding is brought hereby waives the claim or defense therein that such party or personal representative has or have an adequate remedy at law, and such Person shall not advance in any such action or proceeding the claim or defense that such remedy at law exists.
Except as unanimously authorized by MNG’s Board of Directors and approved by Hearst, MNG will engage only in the business of owning and holding the securities or assets of companies that are in the business of publishing and distributing newspapers or are engaged in advertising or media based business.