Borrower Parties. Each of the Borrower Parties represents and warrants to Lender, as of the date of this Assumption Agreement, that:
Borrower Parties. INTERPACE DIAGNOSTICS GROUP, INC., a Delaware corporation, formerly known as PDI, INC., a Delaware Corporation By: /s/ Xxxx X. Xxxxxx Name: Xxxx X. Xxxxxx Title: President & CEO INTERPACE DIAGNOSTICS, LLC, a Delaware limited liability corporation By: /s/ Xxxx X. Xxxxxx Name: Xxxx X. Xxxxxx Title: President & CEO GUARANTOR PARTIES: GROUP DCA, LLC, a Delaware limited liability company By: /s/ Xxxx X. Xxxxxx Name: Xxxx X. Xxxxxx Title: President & CEO PDI BIOPHARMA, LLC, a New Jersey limited liability company, f/k/a Interpace BioPharma, LLC, a New Jersey limited liability company By: /s/ Xxxx X. Xxxxxx Name: Xxxx X. Xxxxxx Title: President & CEO [signatures continued on following page] [signatures continued from previous page] INTERPACE DIAGNOSTICS LAB INC., a Delaware corporation, f/k/a/ JS Genetics, Inc., a Delaware corporation By: /s/ Xxxx X. Xxxxxx Name: Xxxx X. Xxxxxx Title: President & CEO INTERPACE DIAGNOSTICS CORPORATION, a Delaware corporation, successor-by-merger to Redpath Acquisition Sub, Inc., a Delaware corporation By: /s/ Xxxx X. Xxxxxx Name: Xxxx X. Xxxxxx Title: President & CEO [signatures continued from previous page]
Borrower Parties. Borrower has the knowledge necessary to make these representations and warranties regarding each Borrower Party. Borrower has the authority to commit to providing any report, information or document related to any other Borrower Party required by this Agreement.
Borrower Parties. The Borrower Parties have fully disclosed to Administrative Agent all material aspects of the ownership structure of the Borrower Parties and have disclosed to Administrative Agent (1) the correct legal name of each such Person, the type of organization, and the jurisdiction of its incorporation or organization, and (2) the class of outstanding Capital Stock of Borrower along with the percentage thereof owned, directly or indirectly, by the Borrower Parties. None of such issued and outstanding Capital Stock is subject to any vesting, redemption, or repurchase agreement, and there are no warrants or options outstanding with respect to such Capital Stock, except as disclosed in Schedule 4.9.
Borrower Parties. The Borrower Parties:
Borrower Parties. MID-AMERICA APARTMENT COMMUNITIES, INC., a Tennessee corporation By: Xx Xxxxxxxx Senior Vice President and Treasurer MID-AMERICA APARTMENTS, L.P., a Tennessee limited partnership By: Mid-America Apartment Communities, Inc., a Tennessee corporation, its general partner By: Xx Xxxxxxxx Senior Vice President and Treasurer MID-AMERICA APARTMENTS OF TEXAS, L.P., a Texas limited partnership By: MAC of Delaware, Inc., a Delaware corporation, its general partner By: Name: Xxxx X. Good Title: Assistant Secretary LENDER: PRUDENTIAL MULTIFAMILY MORTGAGE INC., a Delaware corporation By: Name: Xxxxxx X. Xxxxxxxxx Title:Vice President XXXXXX MAE: XXXXXX XXX, a federally-chartered and stockholder-owned corporation organized and existing under the Federal National Mortgage Association Charter Act, 12 U.S.C. § 1716, et seq. By: Name: Title:
Borrower Parties. All references to the Borrower Parties and Subsidiaries in this First Amendment shall be deemed to be references to the Borrower Parties and Subsidiaries immediately after consummation of the Xxxxxxx Acquisition. In furtherance of this and for the avoidance of doubt, each reference to the “Borrower Parties” and the “Subsidiaries” in this First Amendment shall be deemed to include each Additional Guarantor and each reference to the “Subsidiaries” shall also be deemed to include each First Amendment Unrestricted Subsidiary, each reference to the “Additional Guarantors” shall be deemed to include each Acquired Company, and each reference to any assets of any Borrower Party shall be deemed to include any assets acquired by such Borrower Party in connection with the Xxxxxxx Acquisition or the Port Xxxxxx Acquisition. As of the First Amendment Effective Date, each Additional Guarantor shall be a “Borrower Party” and “Subsidiary” as defined in the Credit Agreement. The Borrower represents that (i) each Additional Guarantor is a Restricted Subsidiary as of the First Amendment Effective Date and (ii) after giving effect to the Xxxxxxx Acquisition, the Subject Assets will be owned by Additional Guarantors or First Amendment Foreign Subsidiaries.
Borrower Parties. 25 7. EVENTS OF DEFAULT AND REMEDIES............................................................................26 7.1
Borrower Parties. TO THE FULL EXTENT PERMITTED BY LAW, HEREBY KNOWINGLY, INTENTIONALLY AND VOLUNTARILY, WITH AND UPON THE ADVICE OF COMPETENT COUNSEL, WAIVE. RELINQUISH AND FOREVER FOREGO THE RIGHT TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING BASED UPON, ARISING OUT OF, OR IN ANY WAY RELATING TO THIS AGREEMENT, THE LOAN DOCUMENTS, THE INDEBTEDNESS SECURED BY THE LOAN DOCUMENTS OR ANY CONDUCT, ACT OR OMISSION OF BORROWER PARTIES OR ANY OF THEIR DIRECTORS, OFFICERS, PARTNERS, MEMBERS, EMPLOYEES, AGENTS OR ATTORNEYS, OR ANY OTHER PERSONS AFFILIATED WITH BORROWER PARTIES IN EACH OF THE FOREGOING CASES, WHETHER SOUNDING IN CONTRACT, TORT OR OTHERWISE. The parties have executed and delivered this Agreement as of the day and year first above Signed, sealed and delivered LENDER: in the presence of LASALLE NATIONAL BANK FOR THE BENEFIT OF CERTIFICATEHOLDERS OF AMERICAN SOUTHWEST FINANCIAL SECURITIES CORPORATION, COMMERCIAL MORTGAGE PASS -THROUGH CERTIFICATES, SERIES 1995-Cl Sign: By: LENNAR PARTNERS, INC., as attorney-in-fact Print Name: By:_______________________________________ Xxxxxx X. Xxxxxxxx, Vice President STATE OF FLORIDA ) ) SS.: COUNTY OF MIAMI-DADE ) The foregoing instrument was acknowledged before me this 19 day of February, 1999, by Xxxxxx X. Xxxxxxxx, as Vice President of Lennar Partners Inc., a Florida corporation, on behalf of said corporation as attorney-in-fact for LASALLE NATIONAL BANK FOR THE BENEFIT OF CERTIFICATEHOLDERS OF AMERICAN SOUTHWEST FINANCIAL SECURITIES CORPORATION, COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 1995-Cl. He/She is personally known to me or has produced a Florida driver's license as identification. ----------------------------- Notary Public, State of Florida Print Name of Notary: Notary's Commission Expires: Signed, sealed and delivered in the presence of: ORIGINAL BORROWER: MAD RIVER PROPERTIES LTD., an Ohio limited liability company, successor in interest to Mad River Ltd., an . Ohio limited partnership By:_____________________________ Xxxxxxx X. Xxxxxx, Manager and President STATE OF FLORIDA ) ) SS.: COUNTY OF MONROE I HEREBY CERTIFY that before me personally appeared Xxxxxxx X. Xxxxxx, to me well known and known to me to be the President of MAD RIVER PROPERTIES LTD., an Ohio limited liability company, successor in interest to Mad River Ltd., an Ohio limited partnership and he did acknowledge before me that said instrument is the free act and deed by him for the purposes therein expressed.
