CERTAIN VEHICLES Clause Samples

CERTAIN VEHICLES. It is understood and agreed that Aloha currently owns, in addition to other vehicles, (i) a 1997 Dodge pickup truck, and (ii) a 1997 Chrysler van which are used by ▇▇▇▇▇▇ and ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ primarily as their personal vehicles. It is hereby agreed that, prior to or concurrently with the Closing, Aloha shall transfer ownership of such vehicles to ▇▇▇▇▇▇ and/or ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ personally, who shall assume and agree to pay all outstanding indebtedness and operating expenses with respect thereto. Aloha shall be released from all such payment obligations following the Closing, and ▇▇▇▇▇▇ and ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ hereby agree to indemnify Aloha for any payments they may be required to make on account of such vehicles following the Closing (the "Vehicle Obligation"), except as otherwise agreed in writing among the parties.
CERTAIN VEHICLES. The parties desire to restructure Buyer's acquisition of certain of the trucks and other vehicles used in the conduct of the Business from a contribution of those trucks and vehicles to the Company to a direct sale to Buyer. At the Closing, Seller shall deliver to Buyer a general bill ▇▇ sale and assignment, in form and substance satisfactory to Buyer, together with duly endorsed certificates of title, selling, transferring and assigning to Buyer the trucks and vehicles listed on the attached EXHIBIT C.
CERTAIN VEHICLES. On or prior to the Closing Date, the Shareholders shall use their best efforts to cause the leases of the automobiles driven by the Shareholders, which leases and automobiles are described in Schedule 6.21 hereto (the "Vehicle Leases"), to be assigned from the Aerocar Parts or Aerocar Aviation, as applicable, to any Shareholder individually and to cause the lessor thereof to release the Companies from any further obligation thereunder. In the event that such assignment and release shall not have been accomplished on or prior to the Closing Date, (i) the Shareholders shall and hereby do indemnify the Companies and Kell▇▇▇▇▇ ▇▇▇ hold each of them harmless for any obligations under or pursuant to such leases or arising from any use or operation of such vehicles, (ii) the Shareholders shall secure and pay for automobile insurance with limits of liability reasonably acceptable to Kell▇▇▇▇▇ ▇▇▇ not less than $250,000 per occurrence and $500,000 in the aggregate and (iii) shall cause Kell▇▇▇▇▇ ▇▇▇ the Companies to be named as additional insureds thereunder and cause a certificate evidencing such insurance (and the fact that it may not be cancelled except upon thirty (30) days' prior written notice to Kell▇▇▇▇▇ ▇▇▇ the Companies) to be delivered to Kell▇▇▇▇▇ ▇▇ Closing and thereafter upon the request of Kell▇▇▇▇▇.
CERTAIN VEHICLES. Without affecting the obligations of Holdings, the Borrower or any of the Material Subsidiaries under any of the Security Documents, Holdings, the Borrower and the Material Subsidiaries shall grant to the Trustee a first perfected security interest (subject only to Liens permitted by Section 8.2.3) in all motor vehicles (including truck and transport vehicles but excluding service vans and automobiles), constituting at least 75% of the aggregate fair market value of such motor vehicles owned by Holdings, the Borrower and the Material Subsidiaries (as determined by the Borrower in good faith). Holdings, the Borrower or such Material Subsidiary, as applicable, shall execute and deliver, or cause to be executed and delivered, to the Trustee, at the Borrower’s expense, such documents (including, without limitation, motor vehicle titles) and other assurances as the Trustee may request in order to create and perfect Liens in such motor vehicles in favor of the Trustee, subject to no other Liens other than Liens permitted by Section 8.2.3.

Related to CERTAIN VEHICLES

  • Pennsylvania Motor Vehicle Sales Finance Act Licenses The Indenture Trustee shall use its best efforts to maintain the effectiveness of all licenses required under the Pennsylvania Motor Vehicle Sales Finance Act in connection with this Indenture and the transactions contemplated hereby until the lien and security interest of this Indenture shall no longer be in effect in accordance with the terms hereof.

  • Personal Vehicles A. Employees who are directed by the Employer to use a personal vehicle for official state business shall do so in accordance with state fleet policies established by the Department of Budget and Management. When circumstances make it impractical for an employee to obtain a state vehicle on the day the vehicle will be used, such employee may request the vehicle at the end of the prior day’s shift, and the appointing authority shall make reasonable accommodation, consistent with the efficient operation of the unit, to accommodate such request. If such request cannot be granted, the employee may use his/her own vehicle and be reimbursed at the full rate in accordance with state fleet policies.

  • Special Purposes Vehicles Notwithstanding anything to the contrary contained herein, any Lender (a “Granting Lender”) may grant to a special purpose funding vehicle (an “SPC”) owned or administered by such Granting Lender, identified as such in writing from time to time by the Granting Lender to the Administrative Agent and the Borrower, the option to provide all or any part of any Loan that such Granting Lender would otherwise be obligated to make; provided that (i) nothing herein shall constitute a commitment to make any Loan by any SPC, (ii) if an SPC elects not to exercise such option or otherwise fails to provide all or any part of such Loan, the Granting Lender shall, subject to the terms of this Agreement, make such Loan pursuant to the terms hereof, (iii) the rights of any such SPC shall be derivative of the rights of the Granting Lender, and such SPC shall be subject to all of the restrictions upon the Granting Lender herein contained, and (iv) no SPC shall be entitled to the benefits of Sections 2.12 (or any other increased costs protection provision), 2.13 or 2.14. Each SPC shall be conclusively presumed to have made arrangements with its Granting Lender for the exercise of voting and other rights hereunder in a manner which is acceptable to the SPC, the Administrative Agent, the Lenders and the Borrower, and each of the Administrative Agent, the Lenders and the Obligors shall be entitled to rely upon and deal solely with the Granting Lender with respect to Loans made by or through its SPC. The making of a Loan by an SPC hereunder shall utilize the Commitment of the Granting Lender to the same extent, and as if, such Loan were made by the Granting Lender. Each party hereto hereby agrees (which agreement shall survive the termination of this Agreement) that, prior to the date that is one year and one day after the payment in full of all outstanding senior indebtedness of any SPC, it will not institute against, or join any other person in instituting against, such SPC, any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings or similar proceedings under the laws of the United States or any State thereof, in respect of claims arising out of this Agreement; provided that the Granting Lender for each SPC hereby agrees to indemnify, save and hold harmless each other party hereto for any loss, cost, damage and expense arising out of their inability to institute any such proceeding against its SPC. In addition, notwithstanding anything to the contrary contained in this Section, any SPC may (i) without the prior written consent of the Borrower and the Administrative Agent and without paying any processing fee therefor, assign all or a portion of its interests in any Loans to its Granting Lender or to any financial institutions providing liquidity and/or credit facilities to or for the account of such SPC to fund the Loans made by such SPC or to support the securities (if any) issued by such SPC to fund such Loans (but nothing contained herein shall be construed in derogation of the obligation of the Granting Lender to make Loans hereunder); provided that neither the consent of the SPC or of any such assignee shall be required for amendments or waivers hereunder except for those amendments or waivers for which the consent of participants is required under paragraph (1) below, and (ii) disclose on a confidential basis (in the same manner described in Section 9.13(b)) any non-public information relating to its Loans to any rating agency, commercial paper dealer or provider of a surety, guarantee or credit or liquidity enhancement to such SPC.

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  • Vehicles If an employee is required to use their own automobile in the performance of their duties, the Employer shall ensure that the position posting or advertisement shall include this requirement.