COMPLETE BELOW TO UPDATE EXHIBIT Sample Clauses

COMPLETE BELOW TO UPDATE EXHIBIT. A-1 If the OP wishes to update this Exhibit A-1, the OP must complete, sign and send to Escrow Agent an updated copy of this Exhibit A-1 with such changes. Any updated Exhibit A-1 shall be effective once signed by the OP and Escrow Agent and shall entirely supersede and replace any prior Exhibit A-1 to this Agreement. Pxxxxxxx Xxxxxx Grocery Center Operating Partnership I, L.P. By:_________________________ Name: Title: Date: WILMINGTON TRUST, NATIONAL ASSOCIATION (as Escrow Agent) By:_________________________ Name: Title: Date: OP Remittance Instructions: CERTIFICATE AS TO AUTHORIZED REPRESENTATIVES OF CONTRIBUTORS’ REPRESENTATIVE Jxxxxxx X. Xxxxxx, as the Contributors’ Representative (the “Contributors’ Representative”) designates each of the following persons as its Authorized Representatives for purposes of this Agreement, and confirms that the title, contact information and specimen signature of each such person as set forth below is true and correct. Each such Authorized Representative is authorized to initiate and approve transactions of all types for the Escrow Account established under the Agreement to which this Exhibit A-2 is attached, on behalf of the Contributors’ Representative. Name (print): Specimen Signature: Title: Telephone Number (required): If more than one, list all applicable telephone numbers. Office: Cell: E-mail (required): If more than one, list all applicable email addresses. Email 1: Email 2: Name (print): Specimen Signature: Title: Telephone Number (required): If more than one, list all applicable telephone numbers. Office: Cell: E-mail (required): If more than one, list all applicable email addresses. Email 1: Email 2: Name (print): Specimen Signature: Title: Telephone Number (required): If more than one, list all applicable telephone numbers. Office: Cell: E-mail (required): If more than one, list all applicable email addresses. Email 1: Email 2: Additional Email Addresses: The following additional email addresses also may be used by Escrow Agent to verify the email address used to send any Payment Order Notice to Escrow Agent: Email 1: Email 2: Email 3: COMPLETE BELOW TO UPDATE EXHIBIT B-2 If the Contributors’ Representative wishes to update this Exhibit A-2, the Contributors’ Representative must complete, sign and send to Escrow Agent an updated copy of this Exhibit A-2 with such changes. Any updated Exhibit A-2 shall be effective once signed by the Contributors’ Representative and Escrow Agent and shall entirely supersede ...
Sample 1Sample 2
AutoNDA by SimpleDocs
COMPLETE BELOW TO UPDATE EXHIBIT. A-1 If Parent wishes to update this Exhibit A-1, Parent must complete, sign and send to the Escrow Agent an updated copy of this Exhibit A-1 with such changes. Any updated Exhibit A-1 shall be effective once signed by Parent and the Escrow Agent and shall entirely supersede and replace any prior Exhibit A-1 to this Escrow Agreement. HPI HOLDINGS, LLC By: Name: Title: Date: WILMINGTON TRUST, NATIONAL ASSOCIATION (as Escrow Agent) By: Name: Title: Date: EXHIBIT A-2 CERTIFICATE AS TO AUTHORIZED REPRESENTATIVES OF STOCKHOLDERS’ REPRESENTATIVE Shareholder Representative Services LLC, solely in its capacity as Stockholders’ Representative (the “Stockholders’ Representative”), designates each of the following persons as its Authorized Representatives for purposes of this Escrow Agreement, and confirms that the title, contact information and specimen signature of each such person as set forth below is true and correct. Each such Authorized Representative is authorized to initiate and approve transactions of all types for the Escrow Accounts established under the Agreement to which this Exhibit A-2 is attached, on behalf of Stockholders’ Representative. Name (print): Casey McTigue Specimen Signature: Title: Executive Director Telephone Number (required): Office: (415) 363-6081 E-mail (required): Email: cmctigue@srsacquiom.com Name (print): Michelle Kirkpatrick Specimen Signature: Title: Senior Director Telephone Number (required): Office: (720) 799-8614 E-mail (required): Email: mkirkpatrick@srsacquiom.com Name (print): Lon LeClair Specimen Signature: Title: President Telephone Number (required): Office: (303) 222-2078 E-mail (required): Email: lleclair@srsacquiom.com Name (print): Paul Koenig Specimen Signature: Title: Managing Director Telephone Number (required): Office: (303) 957-2850 E-mail (required): Email: pkoenig@srsacquiom.com
Sample 1
COMPLETE BELOW TO UPDATE EXHIBIT. A-2 If Stockholders’ Representative wishes to update this Exhibit A-2, Stockholders’ Representative must complete, sign and send to the Escrow Agent an updated copy of this Exhibit A-2 with such changes. Any updated Exhibit A-2 shall be effective once signed by Stockholders’ Representative and the Escrow Agent and shall entirely supersede and replace any prior Exhibit A-2 to this Escrow Agreement. SHAREHOLDER REPRESENTATIVE SERVICES LLC (as Stockholders’ Representative) By: Name: Title: Date: WILMINGTON TRUST, NATIONAL ASSOCIATION (as Escrow Agent) By: Name: Title: Date: Exhibit B Fees of Escrow Agent Acceptance Fee: WAIVED Initial Fees as they relate to Wilmington Trust acting in the capacity of Escrow Agent – includes review of the Escrow Agreement; acceptance of the Escrow appointment; setting up of Escrow Account(s) and accounting records; and coordination of receipt of funds for deposit to the Escrow Account(s). Acceptance Fee payable at time of Escrow Agreement execution Escrow Agent Administration Fee (One-time): $2,500 For ordinary administrative services by Escrow Agent – includes daily routine account management; investment transactions; cash transaction processing (including wire and check processing); monitoring claim notices pursuant to the agreement; disbursement of funds in accordance with the agreement; and mailing of trust account statements to all applicable parties. Tax reporting is included. One-time Administration Fee payable at time of Escrow Agreement execution Wilmington Trust’s fee is based on the following assumptions: ● Number of Escrow Accounts to be established: Three (3) ● Duration of Escrow: approximately 14 months, not including any unresolved claims; ● Number of Deposits to Escrow Account(s): One initial deposit (Cash)-Indemnity ($800,000); Adjustment ($375,000); and Earnout ($16,800,000) ● Escrow Property shall remain un-invested. Out-of-Pocket Expenses: Billed At Cost EXHIBIT C FORM OF LETTER OF TRANSMITTAL (see attached) LETTER OF TRANSMITTAL SUBMITTED IN CONNECTION WITH PAYMENT FOR SECURITIES OF ADVANTEDGE HEALTHCARE HOLDINGS, INC. This Letter of Transmittal is being delivered to you in connection with the acquisition of AdvantEdge Healthcare Holdings, Inc. (the “Company”) by HPI Holdings, LLC (“Parent”) (the “Merger”), pursuant to the Agreement and Plan of Merger dated September 30, 2021 (the “Merger Agreement”), by and among Parent, the Company, AHS Granite Merger Sub, Inc., a Delaware corporation (“Merger Sub”), and ...
Sample 1
COMPLETE BELOW TO UPDATE EXHIBIT. A-1: If the Issuers wish to update this Exhibit A-1, the Issuers must complete, sign and send to Escrow Agent an updated copy of this Exhibit A-1 with such changes. Any updated Exhibit A-1 shall be effective on the next Business Day after delivery thereof (or, if delivered after 2:00 p.m. (New York City time) on the second Business Day after delivery thereof) to the Escrow Agent at its notice address set forth in Section 9(f) of the Escrow Agreement (or, in each case, if earlier, when countersigned by the Escrow Agent) and shall supplement or entirely supersede and replace any prior Exhibit A-1 to the Escrow Agreement. HILTON ESCROW ISSUER LLC By: Name: Title: Date: HILTON ESCROW ISSUER CORP. By: Name: Title: Date: WILMINGTON TRUST, NATIONAL ASSOCIATION, as Escrow Agent By: Name: Title: Date:
Sample 1
COMPLETE BELOW TO UPDATE EXHIBIT. A-1 If the Releasor Representatives wish to update this Exhibit A-1, the Releasor Representatives must complete, sign and send to Escrow Agent an updated copy of this Exhibit A-1 with such changes. Any updated Exhibit A-1 shall be effective once signed by the Releasor Representatives and Escrow Agent and shall entirely supersede and replace any prior Exhibit A-1 to this Agreement. By: _________________________ Name: Date: By: _________________________ Name: Date: WILMINGTON TRUST, NATIONAL ASSOCIATION (as Escrow Agent) By: _________________________ Name: Title: Date: EXHIBIT A-2 CERTIFICATE AS TO AUTHORIZED REPRESENTATIVES OF RELEASEE REPRESENTATIVE [______________________] (the “Releasee Representative”) designates each of the following persons as its Authorized Representatives for purposes of this Agreement, and confirms that the title, contact information and specimen signature of each such person as set forth below is true and correct. Each such Authorized Representative is authorized to initiate and approve transactions of all types for the Escrow Account established under the Agreement to which this Exhibit A-2 is attached, on behalf of the Releasee Representative. Name (print): Specimen Signature: Title: Telephone Number (required): If more than one, list all applicable telephone numbers.
Sample 1

Related to COMPLETE BELOW TO UPDATE EXHIBIT

  • Amendments and Supplements to Permitted Section 5(d) Communications If at any time following the distribution of any Permitted Section 5(d) Communication, there occurred or occurs an event or development as a result of which such Permitted Section 5(d) Communication included or would include an untrue statement of a material fact or omitted or would omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances existing at that subsequent time, not misleading, the Company will promptly notify the Representatives and will promptly amend or supplement, at its own expense, such Permitted Section 5(d) Communication to eliminate or correct such untrue statement or omission.

  • Amendment to Schedule 2 1(a). Effective as of the First Amendment Effective Date, Schedule 2.1(a) to the Credit Agreement is hereby amended, restated and replaced in its entirety by Schedule 2.1(a) attached hereto.

  • Schedules/Exhibits Any capitalized terms used in any Schedule or Exhibit to this Agreement but are not otherwise defined therein have the meanings set forth in this Agreement.

  • Supplements to Schedules Pending Closing, Seller may supplement or correct the Schedules to this Agreement as necessary to insure their completeness and accuracy. No supplement or correction to any Schedule or Schedules to this Agreement shall be effective, however, to cure any breach or inaccuracy in any of the representations and warranties; but if TJC does not exercise its right to terminate this Agreement under Section 12 and closes the transaction, the supplement or correction shall constitute an amendment of the Schedule or Schedules to which it relates for all purposes of this Agreement.

  • BACKGROUND STATEMENT The Borrower has requested that the Lenders make available to the Borrower a revolving credit facility in the aggregate principal amount of $100,000,000, subject to the availability provisions hereof. The Borrower will use the proceeds of these facilities as provided in Section 2.14. The Lenders are willing to make available to the Borrower the credit facilities described herein subject to and on the terms and conditions set forth in this Agreement.

  • Updates to Schedules Should any of the information or disclosures provided on any of the Schedules attached hereto become outdated or incorrect in any material respect, the Borrower shall promptly provide the Agent in writing with such revisions or updates to such Schedule as may be necessary or appropriate to update or correct same; provided, however, that no Schedule shall be deemed to have been amended, modified or superseded by any such correction or update, nor shall any breach of warranty or representation resulting from the inaccuracy or incompleteness of any such Schedule be deemed to have been cured thereby, unless and until the Required Banks, in their sole and absolute discretion, shall have accepted in writing such revisions or updates to such Schedule.

  • Schedules etc References to this Agreement shall include any Recitals and Schedules to it and references to Clauses and Schedules are to Clauses of, and Schedules to, this Agreement. References to paragraphs and Parts are to paragraphs and Parts of the Schedules.

  • Amendment to Schedules Schedule 2.01 of the Credit Agreement shall be and it hereby is amended in its entirety by substituting Schedule 2.01 attached hereto.

  • Schedules; Exhibits; Integration Each schedule and exhibit delivered pursuant to the terms of this Agreement shall be in writing and shall constitute a part of this Agreement, although schedules need not be attached to each copy of this Agreement. This Agreement, together with such schedules and exhibits, constitutes the entire agreement among the parties pertaining to the subject matter hereof and supersedes all prior agreements and understandings of the parties in connection therewith.

  • Exhibits/Schedules The Exhibits and Schedules to this Agreement are hereby incorporated and made a part hereof and are an integral part of this Agreement. All Exhibits and Schedules annexed hereto or referred to herein are hereby incorporated in and made a part of this Agreement as if set forth in full herein. Any capitalized terms used in any Schedule or Exhibit but not otherwise defined therein shall be defined as set forth in this Agreement.

Time is Money Join Law Insider Premium to draft better contracts faster.