and Section 14.3 Clause Samples

and Section 14.3. Notwithstanding any confidentiality obligation to the contrary hereunder, each Party (and each employee, representative or other agent of such Party) may disclose to any and all Persons, the Federal income tax treatment and Federal income tax structure of the transaction contemplated by this Agreement as well as all materials of any kind (including opinions or other tax analyses) that are provided to such Party relating to such Federal income tax treatment and Federal income tax structure. This exception to confidentiality is exclusively limited to the Federal income tax treatment and Federal income tax structure of the transactions contemplated by this Agreement and does not include any Intellectual Property or Proprietary Business Information that does not specifically relate to the Federal income tax treatment and Federal income tax structure of the transactions contemplated by this Agreement.
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and Section 14.3. The escrow fee, if any, charged by the Escrow Holder for holding the Post Closing Escrow Account shall be borne equally by the parties.
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and Section 14.3. The payment obligation of a Guarantor to any other Guarantor under any applicable law regarding contribution rights among co-obligors or otherwise shall be subordinate and subject in right of payment to the prior payment in full of the obligations of such Guarantor under the other provisions of this Guaranty, and such Guarantor shall not exercise any right or remedy with respect to such rights until payment and satisfaction in full of all such obligations. Notwithstanding anything to the contrary contained in this Guaranty, no Guarantor shall exercise any rights of subrogation, contribution, indemnity, reimbursement or other similar rights against, nor shall proceed or seek recourse against or with respect to any property or asset of, the Borrower, any other Guarantor or any other guarantor (including after payment in full of the Obligations), if all or any portion of the Obligations have been satisfied in connection with an exercise of remedies in respect of the Equity Interests of the Borrower, any other Guarantor or any other guarantor whether pursuant to the a Loan Document, or otherwise.
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Related to and Section 14.3

  • and Section 7 4. If, by reason of any exercise of Warrants on a “cashless basis”, the holder of any Warrant would be entitled, upon the exercise of such Warrant, to receive a fractional interest in a share of Common Stock, the Company shall round down to the nearest whole number, the number of shares of Common Stock to be issued to such holder.

  • and Section 3 11. Subject to the foregoing, the Manager may cause the Company to issue additional Common Units authorized under this Agreement at such times and upon such terms as the Manager shall determine and the Manager shall amend this Agreement as necessary in connection with the issuance of additional Common Units and admission of additional Members under this Section 3.04 without the requirement of any consent or acknowledgement of any other Member.

  • and Section 2 8. The determination by the applicable Lender of the amount of any such loss, cost or expense shall be conclusive absent manifest error.

  • Headings and Sections The headings in this Agreement are inserted for convenience only and are in no way intended to describe, interpret, define, or limit the scope, extent or intent of this Agreement or any provision hereof. Unless the context requires otherwise, all references in this Agreement to Sections or Articles shall be deemed to mean and refer to Sections or Articles of this Agreement.

  • Headings and Section References The section and subsection headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement. Section references are to this Agreement unless otherwise specified.