Solimar definition
Examples of Solimar in a sentence
Hazels and Avellanos hereby agree that they will take all actions necessary to terminate that certain Second Amended and Restated Shareholders Agreement, by and among Hazels, Avellanos and Solimar Holdings Ltd., dated as of September 21, 2006, effective as of the Closing Date.
Hazels and Avellanos hereby agree to enter into the Registration Rights Agreement on the Closing Date, and to take all actions necessary to terminate that certain Registration Rights Agreement dated as of September 21, 2006, by and among the Company, Hazels, Avellanos and Solimar Holdings Ltd., effective as of the Closing Date.
The Company shall promptly notify each Holder (which notice may be in the initial notice of the of Company's intention to effect a registration of its Common Shares) in the event that such Holder's Registrable Common Shares cannot be registered under this Section 4(a) during the Solimar Exclusivity Period.
Subject to Sections 4(b) and 4(c) hereof, the Company shall include in such Registration Statement all such Registrable Common Shares requested by Solimar or its transferees (or, to the extent permitted by the provisos to the immediately preceding sentence, such other Holder or Holders as shall participate in such Piggyback Registration) in writing to be included therein.
Other than as contemplated by the Registration Rights Agreement dated the date hereof among the parties hereto, the Solimar Warrant Agreement, and the IRR Agreement dated as of March 16, 2000 by and among, inter alia, the parties hereto, this Agreement contains the entire agreement between the Parties with respect to the subject matter hereof.
The Existing Shareholders agree that neither will vote their shares of Common Stock in favor of any resolution unless each shall agree, so long as each of (i) Solimar, on the one hand, and (ii) Los Avellanos and Hazels collectively, on the other hand, hold at the time of the making of any such decision at least seven and one-half percent (7.5%) of the Common Stock.
By: -------------------------------- Name: Title: SCHEDULE A Number of Number of Firm Securities Firm Securities Underwriter to be Sold By to be Purchased ----------- ------------- --------------- Company Selling Stockholders ------- -------------------- Solimar Hazels Inversiones Holdings Ltd (Bahamas) Ltd.
In addition, upon written notice from the Representatives given to the Company and Solimar from time to time not more than 30 days subsequent to the date of the Prospectus, the Underwriters may purchase all or less than all of the Optional Securities at the purchase price per Security to be paid for the Firm Securities.
Solimar will deliver the Optional Securities being purchased on each Optional Closing Date to or as instructed by the Representatives for the accounts of the several Underwriters in a form reasonably acceptable to the Representatives against payment of the purchase price therefor in Federal (same day) funds by official bank checks or wire transfers to accounts at banks acceptable to the Representatives drawn to the order of the Solimar, at the above office of Cravath, Swaine & ▇▇▇▇▇ LLP.
Except for the land owner royalty and overriding royalties on the Lease as of the date of the Farmout Agreement (January 31, 2011), Blast shall deliver the 25% interest to Solimar as described in the Agreement free and clear of all liens or encumbrances of any kind or nature, whatsoever, arising by, through or under Blast, but not otherwise.