SHUSA definition
Examples of SHUSA in a sentence
Effective from and after the Employment/Loan Substitution Effective Date, if Banco Santander has elected to become the direct beneficiary under the Loan Call Option, (i) all rights and obligations of SHUSA under the Loan Call Option shall be fully and irrevocably discharged and terminated, (ii) ▇▇▇▇▇▇ Holdco shall have no claims against, or recourse to, SHUSA under the Loan Call Option and (iii) Banco Santander shall irrevocably assume all of the rights and obligations of SHUSA under the Loan Call Option.
SHUSA may remit such amounts to Banco Santander so that such funds can be applied on behalf of ▇▇▇▇▇▇ Holdco to any amounts then payable by ▇▇▇▇▇▇ Holdco or Executive to Banco Santander or any of its Affiliates pursuant to the ▇▇▇▇▇▇ Loan Agreement.
If at any time or from time to time Sponsor Holdings, SHUSA or ▇▇▇▇▇▇ Holdco desires to sell Registrable Securities in an Underwritten Offering pursuant to the Shelf Registration Statement, the underwriters, including the managing underwriter, shall be selected by Sponsor Holdings, SHUSA, or ▇▇▇▇▇▇ Holdco, as applicable, in its sole discretion.
Except as expressly set forth herein, the provisions of this Agreement may only be amended or waived with the prior written consent of (a) the Company, (b) Banco Santander and (c) each of SHUSA, ▇▇▇▇▇▇ Holdco and Sponsor Holdings, if in the case of this clause (c) such Person is still a Shareholder.
Except as set forth in Section 2.21 of the Company Disclosure Letter, SHUSA and its Affiliates (other than the Company and the Company Subsidiaries) do not provide any material services to the Company or any Company Subsidiary.
Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ with copies to, in the case of SHUSA and the Company: Banco Santander, S.A. Ciudad Grupo Santander ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇ ▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Spain Attention: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Reparaz, Corporate Legal Counsel Facsimile: +▇▇ ▇▇ ▇▇▇ ▇▇ ▇▇ and Cravath, Swaine & ▇▇▇▇▇ LLP Worldwide Plaza ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇ ▇.
Any payment made by ▇▇▇▇▇▇ Holdco to SHUSA pursuant to Section 4.13(l) shall be treated for Tax purposes as a capital contribution by ▇▇▇▇▇▇ Holdco to the Company followed by a return of the corresponding amount treated as a capital contribution under this Section 4.13(m).
PRIOR TO THE CLOSING, THE PARTIES ACKNOWLEDGE AND AGREE THAT NONE OF SHUSA, THE COMPANY OR ANY OF THE COMPANY SUBSIDIARIES SHALL BE ENTITLED TO AN INJUNCTION OR INJUNCTIONS TO PREVENT BREACHES OF THIS AGREEMENT OR TO ENFORCE SPECIFICALLY THE TERMS AND PROVISIONS OF THIS AGREEMENT AND THEIR SOLE AND EXCLUSIVE REMEDY WITH RESPECT TO ANY SUCH BREACH SHALL BE THE TERMINATION FEE SET FORTH IN SECTION 6.03.
The Company shall provide each SHUSA Director, Investor Group Director and Sponsor Holdings Director with copies of all notices, minutes, consents and other materials provided by the Company to all other members of the Board of Directors concurrently and in the same form as such materials are provided to the other members.
Executive and ▇▇▇▇▇▇ Holdco represent and warrant to the Company, SHUSA and Sponsor Holdings that, immediately following the completion of the Reorganization, (i) Executive owns all of the outstanding Securities of DDFS Management Company LLC and a majority of the outstanding limited partner interests of DDFS Partnership LP and (ii) DDFS Partnership LP owns all of the outstanding Securities of ▇▇▇▇▇▇ Holdco.