Cancellation of Promissory Notes. TJS will deliver the Promissory Note to the Company for cancellation; and
Cancellation of Promissory Notes. Prior to August 15, 1996, Bownx xxx made two loans to EOI for use as operating capital. On May 22, 1996, Bownx xxxned EOI $50,000, while EOI in turn delivered its promissory note in like amount to Bownx. Xx July 12, 1996, Bownx xxxned an additional $25,000 to EOI, and EOI again delivered its promissory note in like amount to Bownx. Xxese two promissory notes (the "Original Notes") provided among other things that if both the principal amounts were repaid in full on or before November 18, 1996 (the "Original Notes Maturity Date"), the Original Notes would not bear interest, although interest will accrue thereafter if not repaid on the Original Notes Maturity Date. Furthermore, letter agreements which accompanied the Original Notes, respectively dated May 21 and July 12, 1996, provided that if Bownx xxxe to invest in any EOI stock within 180 days after the delivery of the Original Notes, the Original Notes need not be repaid but will be convertible into an aggregate credit of $112,500 applicable towards the purchase-price of EOI's capital stock. Therefore, if the three simultaneous purchases of EOI stock described in Section 1 hereinabove are duly consummated in accordance with this Agreement, then Bownx xx its nominee may surrender the Original Notes and receive a credit of $112,500 towards the purchase-price of the New Shares. This is the credit referred to in Section 1(A) above, which will reduce the purchase-price payable by Bownx xxx the New Shares from $500,000 to $387,500. Upon the issuance of the New Shares, the Original Notes will be deemed canceled and so marked. If, however, consummation of the three stock purchases described in Section 1 should be delayed through no fault of Bownx, xxd if, further, Bownx xxxertheless elects to consummate such purchases at a later date rather than terminating this Agreement, then the aforementioned credit of $112,500 may still be applied towards the purchase-price of the New Shares, and the Original Notes will be deemed canceled as of the actual Closing Date. However, if the Closing Date occurs later than the Original Notes Maturity Date, any interest which EOI will then owe Bownx xx the Original Notes may also be applied by Bownx xx its nominee towards the purchase-price of the New Shares.
Cancellation of Promissory Notes. Immediately after the Merger, Covalto shall contribute the Promissory Notes to LIVB in exchange for LIVB Class A Ordinary Shares and, as
Cancellation of Promissory Notes. SOTOLONGO, MARGOLIS, SMITX xxx CASTXXXXXXX (xxrein collectively referred to as the "Physicians") have contributed to the Purchaser the Promissory Notes as described in Section 2.03(a) of the Master Transaction Agreement and pursuant to the Stock Purchase Agreement the Purchaser has transferred the obligations secured by such Promissory Notes to Raytel and such Promissory Notes are cancelled in the transaction. The original principal amount of each Promissory Note is as follows: PHYSICIAN PRINCIPAL AMOUNT OF NOTE --------- ------------------------ SOTOXXXXX $686,631.00 MARGXXXX $686,631.00 SMITX $686,631.00 CASTXXXXXXX $228,876.00 Raytel agrees that SOTOLONGO, MARGOLIS, SMITX xxx CASTXXXXXXX xxx entitled to retain any and all interest amounts already paid on the Promissory Notes. Raytel and RSM further agree that they shall have no right to assignment of the Promissory Notes or to setoff against any amounts owed or otherwise paid to SOTOLONGO, MARGOLIS, SMITX xxx/or CASTXXXXXXX xxxept as otherwise set forth herein.
Cancellation of Promissory Notes. The Agent will, on behalf of the Bank, return to the Borrower marked "Cancelled" the originals of the promissory notes previously delivered to such Bank in connection with the Funding Credit Agreement.
Cancellation of Promissory Notes. At the Tranche I Closing the Purchasers shall deliver or cause the delivery to the Company of the original Promissory Notes marked "Canceled" and "Paid-In-Full".
Cancellation of Promissory Notes. Subject to applicable legal requirements, prior to the Closing, the Company and each of Bogatin and Xxxxx shall have entered into agreements, in the form attached hereto as Exhibit E pursuant to which Bogatin and Xxxxx will transfer to the Company 800,000 and 40,000 shares of Company Common Stock, respectively, and in exchange, the Company will cancel:
(a) that certain Promissory Note of Bogatin, dated March 15, 2000, in the original principal amount of One Million Five Hundred Thousand Dollars ($1,500,000) payable to the Company;
(b) that certain Pledge Agreement, dated March 15, 2000, by and between the Company and Bogatin;
(c) that certain Promissory Note of Bogatin, dated April 6, 1999, in the original principal amount of Five Hundred Thousand Dollars ($500,000) payable to the Company;
(d) that certain Pledge Agreement, dated April 6, 1999, by and between the Company and Bogatin;
(e) that certain Promissory Note of Xxxxx, dated April 6, 1999, in the original principal amount of One Hundred Thousand Dollars ($100,000) payable to the Company; and
(f) that certain Pledge Agreement, dated April 6, 1999, by and between the Company and Xxxxx.
Cancellation of Promissory Notes. At Closing of the Share Exchange Agreement, Xxxxxxx hereby agrees to and does hereby relinquish and cancel (i) the Promissory Note payable by the Company dated July 16, 2002, as amended by allonges or any other amendments, in the original principal amount of $236,875, plus any and all accrued but unpaid interest due and payable thereon, and (ii) the Promissory Note payable by the Company dated July 16, 2002, as amended by allonges or any other amendments, in the original principal amount of $13,125, plus any and all accrued but unpaid interest due and payable thereon; whereby all obligations of Company under the Promissory Notes, including but not limited to the obligations to pay principal and interest thereon will be terminated.
Cancellation of Promissory Notes. At the Closing, Shareholders shall have delivered to Action the Notes (as defined below), marked "Cancelled."
Cancellation of Promissory Notes. As consideration for the payment obligation of Core set forth in paragraph 4., below, Cybertel, on its own behalf and on behalf of each of its Related Parties, does hereby fully and forever:
(a) cancel the Promissory Notes; and (b) release, remise, acquit and discharge Defendants, and each of them, and each of their respective Related Parties from any and all liability or other obligation under the Promissory Notes. In furtherance hereof, Cybertel represents and warrants to Defendants, and each of them, that Cybertel shall, concurrently with the execution of this Agreement, mark each original of the Xxxmissory Notes "Cancelled," and deliver said cancelled original to Frank Polek, counsel for Xxxx.
