Additional Understanding. For as long as the Mortgage Loan remains outstanding:
Additional Understanding. The Employer will supply the Union with copies of Group Insurance, Weekly Indemnity, Supplementary Health (including prescription drugs), and Vision Care Plans.
Additional Understanding. It is understood and agreed that the establishment of $350,848,000 as the amount of Base Net Tangible Assets (i) was a negotiated result to establish the base from which any adjustment pursuant to Section 2.03 is to be calculated, (ii) differs from the amount that was calculated simply by adding the amounts shown on the Base Statement of Net Tangible Assets included as Appendix 2.04(a) (i.e., the amount shown thereon of $326,322,000) and (iii) the fact of the difference between the negotiated amount of Base Net Tangible Assets referred to in clause (i) and the calculated amount described in clause (ii) will not influence or affect in any respect the calculation of Closing Net Tangible Assets. Nothing in this Section 2.07 or in Appendix 2.04(a) shall modify in any respect the procedures set forth in Section 2.03 with respect to the calculation of Estimated Closing Net Tangible Assets.
Additional Understanding. It is understood that the establishment of $(1,900,000) as the amount of Base Net Working Capital was a negotiated result to establish the base from which any adjustment to the Initial Consideration is to be calculated, and, therefore, will not influence or affect in any respect the calculation of Effective Date Net Working Capital.
Additional Understanding. It is understood and agreed that the establishment of $141,000,000 as the amount of Base Net Tangible Assets (i) was a negotiated result to establish the base from which any adjustment to the Purchase Price is to be calculated, (ii) differs from the amount that would be calculated simply by adding the amounts shown on the Base Statement of Net Tangible Assets included in Appendix 2.03(a) and, therefore, (iii) will not influence or affect in any respect the calculation of Closing Net Tangible Assets.
Additional Understanding. 7.1. The Parties agree that if the Purchaser has not paid any tranche of the Series A CCD Purchase Price on or before the relevant Long Stop Date, this Agreement shall stand terminated on account of breach of the Purchaser. The Parties shall be bound by the terms of the Earlier SPA as amended by the Amendment Agreement.
7.2. The Parties agree that within 7 (seven) days from the receipt of the First Tranche Purchase Price by the Promoter, each Party will take necessary action, in accordance with applicable laws, to withdraw/nullify the legal proceedings it has initiated against any of the other Parties, including specifically the following, without prejudice to such Party’s rights where there is any breach of the provisions of this Agreement or the Amendment Agreement:
1. Demand Notice under Rule 5 of the Insolvency and Bankruptcy (Application to Adjudicating Authority) Rules, 2016 dated May 15, 2017, issued by the Company to the Purchaser;
2. Preliminary response dated May 24, 2017, and detailed response dated May 31, 2017, issued by the Purchaser to the Company in response to the demand notice;
Additional Understanding. For as long as a Junior Loan remains outstanding:
Additional Understanding. 5.1. The Parties agree that if the Closing has not been achieved on or before December 31, 2015, all documents, including the title deeds, in relation to the Property will be released to the Company on January 01, 2016 by Xxxxx Amarchand Mangaldas, pursuant to the custody agreement dated September 12, 2008 executed by the Company, MDPL and Amarchand & Mangaldas & Xxxxxx X. Xxxxxx & Co. The Purchaser and MDPL agree and undertake that they will not obstruct the release of such documents by Xxxxx Amarchand Mangaldas to the Company, including by seeking any injunction against such release.
5.2. MDPL agrees and acknowledges that the PDC have been provided by MDPL to the Company towards part refund of the refundable deposit paid by the Company to MDPL.
5.3. The Parties agree that if the Title Perfection Event has not occurred on or before January 31, 2016, the Company shall be entitled to deposit the PDC in its bank account, towards refund of a part of the refundable deposit paid by the Company to MDPL. The Escrow Agent will release the Title Deeds to the Varthur Property to MDPL, upon the earlier of (a) a confirmation being received from the Company that the PDC has been deposited by the Company and the monies have been received in the Company's bank account, and (b) the lapse of a period of 72 (seventy two) hours from the release of the PDC, provided that at the end of such 72 (seventy two) hours, MDPL has provided a copy of its bank statement, certified by its director and the bank, to the Escrow Agent, showing that an amount of Rs. 25,00,00,000 (Rupees Twenty Five Crorcs) has been debited from its bank account in favour of the Company.
5.4. The Promoter and the Company agree and undertake that they will not create any third party rights, including by way of sale or mortgage, in relation to the Property till the Long Stop Date.
5.5. The Parties further agree that if the Closing has not been achieved on or before the Long Stop Date:
(a) the Company shall enforce its rights under the Mortgage Deed 1, the Mortgage Deed 2 and the Additional Mortgage Deed (if applicable) and no Party will have any claim against any other Party with respect to such enforcement,
(b) MDPL shall do all such acts as may be necessary to ensure that the Company enjoys its right, title and interest in the Property, the Mortgaged Property and the Additional Mortgaged Property (if applicable), free from all Encumbrances, by executing requisite documents, and stamping and registering the sam...
Additional Understanding. The Co-operative will supply the Union with copies of the benefit plan pamphlets.
Additional Understanding. For as long as the Subordinate Loan remains outstanding:
