Certain of the Sample Clauses

Certain of the. Leases provide for reimbursement to lessor of maintenance and operation charges, Taxes, insurance and other expenses (herein collectively referred to as "Maintenance Expenses"). Some Leases provide for a determination of the tenant's share of Maintenance Expenses on an annual basis but provide that an estimated amount thereof (either in the aggregate or for specified components thereof) shall be paid by tenant to lessor monthly during the course of the year with a final adjustment to be made after the close of the year when such costs and expenses have been finally determined. Seller and Purchaser have agreed as follows with respect to Maintenance Expenses: (i) Except as hereinafter provided, Seller shall be responsible for the payment of all Maintenance Expenses attributable to periods of time prior to the Closing Date (without taking into account "stops" for base years in the Leases) and Seller shall be entitled to receive and retain all reimbursements thereof collected from tenants on account thereof with respect to the period through the Closing Date (taking into account "stops" for base years in the Leases); and Purchaser shall be responsible for the payment of all Maintenance Expenses attributable to periods of time from and after the Closing Date (without taking into account "stops" for base years in the Leases) and Purchaser shall be entitled to receive and retain from the tenants all reimbursements thereof collected from tenants on account thereof with respect to the Closing Date and thereafter (taking into account "stops" for base years in the Leases). Purchaser shall be entitled to a credit against the Purchase Price for sums that are due (or accrued) and unpaid as of the Closing Date under any Service Contracts which have been assigned to Purchaser, and Seller shall be entitled to a credit to the extent that sums have been paid under any Service Contracts which have been assigned to Purchaser for services to be performed or goods to be delivered after the Closing Date. (ii) As a part of the final proration referred to in Section 12.3 hereof all Maintenance Expenses received from Tenants for the period of time prior to the Closing Date shall be delivered to Seller.

Certain of the. Existing Banks desire to reallocate their respective Total Commitment (as between its A Commitment and B Commitment) to the amounts set forth opposite its name on its signature page hereto and the Borrower desires to accept such reallocation of the Total Commitment of each of them; and

Certain of the. Company Properties may be accessed from countries around the world and may contain references to Services and Content that are not available in your country. These references do not imply that Company intends to announce such Services or Content in your country. Company Properties are controlled and offered by Company from its facilities in the United States of America. Company makes no representations that Company Properties are appropriate or available for use in other locations. Those who access or use Company Properties from other countries do so at their own volition and are responsible for compliance with local law.

Certain of the. Domestic Borrowers and the Subsidiary Guarantors have executed and delivered pursuant to the terms of the Credit Agreement, the Initial Mortgages and shall from time to time pursuant to the terms of the Credit Agreement execute and deliver Additional Mortgages, in each case securing a Real Property Asset owned by such Domestic Borrower or Subsidiary Guarantor (the Initial Mortgages and the Additional Mortgages are referred to herein as the "Mortgages"). The Pledge Agreement, the Security Agreement and the Mortgages are collectively referred to herein as the "Collateral Documents". All collateral pledged or secured by the Collateral Documents is collectively referred to herein as the "Domestic Collateral". (a) The obligations of Company under the Credit Agreement and Packaging under the Subsidiary Guaranty have been secured by certain Pledged Shares and Pledged Debt on a senior basis pursuant to the Pledge Agreement, (b) the obligations of the Domestic Borrowers under the Credit Agreement and the Domestic Borrowers' Guaranty, Company under the Company Guaranty and Subsidiary Guarantors under the Subsidiary Guaranty have been secured by certain Pledged Shares and Pledged Debt and other Domestic Collateral on a senior basis pursuant to the Security Agreement and (c) the obligations of the Domestic Borrowers under the Credit Agreement and the Domestic Borrowers' Guaranty and of certain Subsidiary Guarantors under the Subsidiary Guaranty have been secured on a senior basis pursuant to the Mortgages.

Certain of the. Existing Lenders are not Continuing Lenders under the New Facility (the "Exiting Lenders"). In addition, pursuant to the Credit Agreement (i) certain of the Existing Lenders will have a percentage of the Aggregate Commitment under the New Facility that differs from their percentage under the Existing Facility, and (ii) certain Continuing Lenders joining the New Facility are not Existing Lenders. The purpose of this Transition Memorandum is to set forth an understanding of certain matters concerning the transition by the Company from the Existing Facility to the New Facility, such matters including, without limitation, (i) the payment of all the outstanding Loans (as defined in the Existing Agreement and hereinafter referred to as the "Existing Loans") to the Exiting Lenders, (ii) the changes necessary in the percentage of the Advances under the Credit Agreement held by the Continuing Lenders, and (iii) the initial fundings of Advances by the Continuing Lenders which are not Existing Lenders. 152

Certain of the. Rollover Managers shall purchase in exchange for a cash payment of $45,905.67 Rollover Options to purchase, for an exercise price of $36.36 per share, an aggregate of 140.26 shares of Parent Stock all as set forth on Schedule 1 hereto." ----------

Certain of the. Linked Sites may enable the User to book on to training courses (in various formats) organised, hosted and run by third parties and such third party courses may be provided subject to terms and conditions of the relevant third party. CGTC has no responsibility and undertakes no liability for: (i) any third party courses; (ii) anything which occurs thereat; or (iii) any terms and conditions relating thereto. The User is solely responsible for complying with the relevant third party terms and conditions that apply to a third party course including paying all applicable fees.

Certain of the. Key Employees shall have executed and delivered to the Surviving Corporation their Employment Agreements, Exhibits "A-1" through "A-5" hereto, certain other employees shall have released and waived any rights to options from XCD, Incorporated and the consulting agreements between Advent Technology Incorporated and Advent Research, Incorporated and XCD, Incorporated shall have been canceled with no continuing liability or obligation to XCD, Incorporated or Merger Subsidiary.