Automobili Lamborghini, S Sample Clauses

Automobili Lamborghini, S p.A. and Automobili Lamborghini U.S.A., Inc., shall have converted all their accounts receivable, notes, credit, debt, damages, claims and all other obligations of Vector to pay money or deliver goods or property to Preferred Stock in the stated amount of $992,400, with substantially the same terms as contained in the Debt Conversion and Preferred Stock Agreements and the Lamborghini Preferred Shares attached to this Agreement as Annex IV. (i) The Buyer shall have received an executed original of a Debt Forgiveness and Technology Agreement in substantially the form attached to this Agreement as Annex V, validly authorized and executed by V'Power Corporation in exchange for all accounts receivable, notes, credit, debt, damages, claims and all other obligations of Vector to pay money or deliver goods or property to V'Power Corporation. (j)
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Automobili Lamborghini, S p.A., shall have extended for a minimum of one year from the Closing Date its existing agreement with Vector to supply appropriate model year V12 engines and other Lamborghini components to be used in the Vector M12 model. The volume of engines to be purchased by Vector in the 12 month contract term will be 15 engines. (k) V'Power Corporation and its affiliates (the term "affiliate" shall mean a person that directly or indirectly, through one or more intermediaries, controls, is controlled by or is under common control with V'Power Corporation and any officer, director, employee, agent, trustee with V'Power Corporation or its affiliates as beneficiary of the trust, spouse, relative [first cousin or closer], including specifically without limitation Automobili Lamborghini, S.p.A. and Automobili Lamborghini U.S.A., Inc.] shall own the amount of Common Shares and Preferred Stock and rights to purchase Common Shares and Preferred Stock as shown on Exhibit D attached to this Agreement. (l) V'Power Corporation and its affiliates shall have returned to Vector (i) all loan payments or repayments after October 30, 1996, relating to Vector indebtedness to V'Power Corporation or its affiliates, if any, and (ii) all assets owned by Vector on November 24, 1996, including collateral for loans or advances to Vector, removed or taken by V'Power Corporation or its affiliates or under the control of V'Power Corporation or its affiliates, if any, including without limitation retransfer of one 1996 M12 coupe, Vehicle Indentification Number 1V9MB1223T1048008. (x) X'Power Corporation and its affiliates shall have released any security interest or other lien on the assets of Vector held by V'Power Corporation or its affiliates. (n) Vector shall not have made since November 24, 1996, any payment to an affiliate, including any director or any affiliate of any director. (o) Vector shall not have made any expenditure or sold, transferred or encumbered any asset after December 30, 1996. (p) No proceedings shall have beeen initiated or threatened by any governmental department, commission, board, bureau, agency or instrumentality, or any other person (other than Vector, V'Power or their affiliates) seeking to enjoin or otherwise restrain the consumation of the tractions contemplated by this Agreement. (q) The litigation between Borrower and Gerald A. Weigert sxxxx xxxx xxxx xxxxxuded to the satisfaction of Lender and the settlement proceeds from the litigation between Tokai Bank and B...
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Related to Automobili Lamborghini, S

  • Car 7.1 You will be provided you with a car of suitable age, make, model and specification during the continuance of your employment in accordance with the policy laid down by the Company from time to time and the Company shall pay all standing and running costs relating to it (including the cost of fuel for private mileage) but not any taxable benefit arising. You shall comply with all rules laid down by the Company in relation to Company vehicles, notify the Company immediately of any accident involving your car and of any charge brought against you for a motoring offence and, unless otherwise agreed, shall return the car to your place of work forthwith on termination of your employment.

  • Company Automobile During the Term, the Company shall provide Executive use of a Company automobile with a lease value of up to One Thousand Five Hundred Dollars and Zero Cents ($1,500.00) per month for Executive’s business or personal use, less any required taxes or withholdings.

  • Automobile The Company agrees to reimburse the Employee up to $750.00 per month, as such amount may be increased from time to time consistent with the Company’s reimbursement policy for the Senior Management of the Company to cover Employee’s expenses in connection with his leasing or ownership of an automobile. Additionally, the Company will pay for the gas used for business purposes. All maintenance and insurance expense for the automobile shall be the responsibility of the Employee.

  • Automobiles The Company shall provide Executive with an automobile allowance of $500 per month, consistent with the practices of the Company.

  • Automobile Allowance The Company shall provide the Executive with an automobile allowance in the amount of $1,000.00 per month to be allocated at the Executive’s discretion, or such other monthly amount designated by the Board, and that allowance shall be payable in regular installments in accordance with the Company’s general payroll practices.

  • Transportation Management Tenant shall fully comply with all present or future programs intended to manage parking, transportation or traffic in and around the Building, and in connection therewith, Tenant shall take responsible action for the transportation planning and management of all employees located at the Premises by working directly with Landlord, any governmental transportation management organization or any other transportation-related committees or entities.

  • Transportation Reasonable transportation costs incurred in connection with the transportation of employees and material necessary for Operations.

  • Cellular Phone Employer shall provide Employee with a cellular phone for his use in performing his responsibilities with Employer. In the alternative, Employer shall pay Employee’s cellular phone expense.

  • LTD By: __________________________ Name: Title: SIGNATURE PAGE TO UNDERTAKING AGREEMENT XXXXXX XXXXXX By: __________________________ Name: Title: SIGNATURE PAGE TO UNDERTAKING AGREEMENT EXHIBIT A IRREVOCABLE PROXY The undersigned shareholder of ECI Telecom Ltd., a company formed under the laws of the State of Israel (the "COMPANY") hereby irrevocably appoints and constitutes Xxxxx Xxxxx and/or Zohar Uzdin as the attorney and proxy of the undersigned with full power of substitution and resubstitution to the full extent of the undersigned's rights with respect to (i) the issued and outstanding ordinary shares, par value NIS 0.12 per share of the Company ("COMPANY SHARES"), owned of record by the undersigned as of the date of this proxy, which shares are specified on the final page of this proxy and (ii) any and all other Company Shares which the undersigned may acquire of record after the date hereof (collectively, the "SUBJECT SECURITIES"). Upon execution of this proxy, all prior proxies given by the undersigned with respect to any of the Subject Securities regarding the matters that are the subject hereof, are hereby revoked and no subsequent proxies will be given with respect to any of the Subject Securities. This proxy is irrevocable and coupled with an interest, until the earliest to occur of any of the events specified in clauses (i) through (iii) of the following paragraph, at which time this proxy shall automatically be revoked. Each of the attorneys and proxies named above are hereby instructed and authorized to exercise this proxy to appear in the name and instead of the undersigned for the purpose of establishing a quorum and to vote (or cause to be voted) all of the Subject Securities, at any general, special or other meeting of the shareholders of the Company, and at any adjournment(s) or postponement(s) thereof, however called or convened, or pursuant to any consent in lieu of a meeting or otherwise, which the undersigned has the right to so vote during the period from the date hereof until the earlier of (i) immediately prior to the termination of the Agreement and Plan of Merger (the "MERGER AGREEMENT"), dated the date hereof, among the Company, Epsilon 1 Ltd. , an Israeli company ("PURCHASER") and Epsilon 3 Ltd., an Israeli company and an indirect wholly owned subsidiary of Purchaser ("MERGER SUB"), in accordance with its terms, (ii) the agreement of Purchaser and the undersigned to terminate this proxy, and (iii) the Effective Time (as defined in the Merger Agreement):

  • Automobile Expenses The Company shall provide the Executive with an automobile allowance not to exceed $1,000 per month. The Company shall pay all insurance premiums and maintenance for the automobile that is the subject of the automobile allowance.

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