CORPORATION WITNESS Sample Clauses

CORPORATION WITNESS. By: -------------------------------- Name: ------------------------------- Title: ------------------------------ 111 EXHIBIT F-2 Form of Line of Credit Note Promissory Note (Line of Credit Loan) $ Charlotte, North Carolina ----------------------- September 30, 1997 FOR VALUE RECEIVED, CATALINA MARKETING CORPORATION, a Delaware corporation having its principal place of business located in St. Petersburg, Florida (the "Borrower"), hereby promises to pay to the order of ___________________________ (the "Lender"), in its individual capacity, at the office of NATIONSBANK, NATIONAL ASSOCIATION, as agent for the Lenders (the "Agent"), located at One Independence Center, 101 Xxxxx Xxxxx Xxxxxx, NC1-001-15-04, Charlotte, North Carolina 28255 (or at such other place or places as the Agent may designate in writing) at the times set forth in the Credit Agreement dated as of September 30, 1997 among the Borrower, the financial institutions party thereto (collectively, the "Lenders") and the Agent (the "Agreement" -- all capitalized terms not otherwise defined herein shall have the respective meanings set forth in the Agreement), in lawful money of the United States of America, in immediately available funds, the principal amount of _____________________ DOLLARS ($______________) or, if less than such principal amount, the aggregate unpaid principal amount of all Line of Credit Loans made by the Lender to the Borrower pursuant to the Agreement, and to pay interest from the date hereof on the unpaid principal amount hereof, in like money, at said office, on the dates and at the rates provided in Article II of the Agreement. All or any portion of the principal amount of Loans may be prepaid as provided in the Agreement. If payment of all sums due hereunder is accelerated under the terms of the Agreement or under the terms of the other Loan Documents executed in connection with the Agreement, the then remaining principal amount hereof and accrued but unpaid interest thereon shall bear interest which shall be payable on demand at the rates per annum set forth in the proviso to Section 2.2(a) of the Agreement. Further, in the event of such acceleration, this Line of Credit Note shall become immediately due and payable, without presentation, demand, protest or notice of any kind, all of which are hereby waived by the Borrower. In the event this Line of Credit Note is not paid when due at any stated or accelerated maturity, the Borrower agrees to pay, in addition to the princi...
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CORPORATION WITNESS. By:/s/ John X. X'Xxxxxx -------------------------------- Name: John X. X'Xxxxxx --------------------- Title: Senior Vice President NATIONSBANK, NATIONAL ASSOCIATION, as Agent for the Lenders By:/s/ Marix Xxxxxx ------------------------------------ Name: Marix Xxxxxx Title: Senior Vice President NATIONSBANK, NATIONAL ASSOCIATION By:/s/ Marix Xxxxxx ------------------------------------ Name: Marix Xxxxxx Title: Senior Vice President Domestic Lending Office: NationsBank, National Association Independence Center, 15th Xxxxx XX0-000-00-00 Xxxxxxxxx, Xxxxx Xxxxxxxx 00000 Attention: Jamix XxXxxxxx, Xxency Services Telephone: (704) 000-0000 Telefacsimile: (704) 000-0000 Wire Transfer Instructions: NationsBank, National Association ABA# 053000000 Account No.: ---------------------- Reference: Wackenhut Corrections Corporation Attention: Agency Services Eurodollar Lending Office: NationsBank, National Association Independence Center, 15th Xxxxx XX0-000-00-00 Xxxxxxxxx, Xxxxx Xxxxxxxx 00000 Attention: Jamix XxXxxxxx, Xxency Services Telephone: (704) 000-0000 Telefacsimile: (704) 000-0000 Wire Transfer Instructions: NationsBank, National Association ABA# 053000000 Account No.: ----------------------- Reference: Wackenhut Corrections Corporation Attention: Agency Services
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CORPORATION WITNESS. By: -------------------------- ----------------------- Name: -------------------------- ----------------------- Title: ---------------------- 117 EXHIBIT J Form of Pledge Agreement DOMESTIC SUBSIDIARIES PLEDGE AGREEMENT THIS PLEDGE AGREEMENT (this "Agreement") is made and entered into as of this __ day of _______, 199__ by and between CATALINA MARKETING WORLDWIDE, INC., a Delaware corporation (the "Subsidiary Pledgor"), CATALINA MARKETING CORPORATION, a Delaware corporation (the "Borrower" and together with the Subsidiary Pledgor the "Pledgors") and NATIONSBANK, NATIONAL ASSOCIATION, a national banking association, as Agent (the "Agent" or "Secured Party") for each of the lenders (the "Lenders") now or hereafter party to the Credit Agreement (as defined below). All capitalized terms used but not otherwise defined herein shall have the respective meanings assigned thereto in the Credit Agreement.
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CORPORATION WITNESS. By: ---------------------------- ------------------------------------- Name: ---------------------------- ----------------------------------- Title: ----------------------------------
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CORPORATION WITNESS. By:_______________________________ _______________________ Name: Michael D. Martin Title: Senior Vice President and Treasurer NATIONSBANK N.A. (CAROLINAS), as Agent for the Lenders By:________________________________ Name: Douglas E. Coltharp Title: Senior Vice President COMMITMENT: NATIONSBANK, N.A. (CAROLINAS) $80,000,000 By:________________________________ Name: Douglas E. Coltharp Title: Senior Vice President Lending Office: 100 South Tryon Street Xxxxxxxxx, North Carolina 28255 Wire Transfer Instructions: NationsBank, N.A. (Carolinas) Charlotte, North Carolina ABA #053000196 Reference: HEALTHSOUTH Corporation Attention: Agency Services COMMITMENT: THE BANK OF NOVA SCOTIA $70,000,000 By:________________________________ Name:______________________________ Title:_____________________________ Lending Office: The Bank of Nova Scotia Atlanta Agency 600 Peachtree Street, N.E. Xxxxx 0000 Xxxxxxx, Xxxxxxx 00000
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CORPORATION WITNESS s/ XXXXXXX X. XXXXXX ----------------------------- By: /s/ XXXXXXX X. XXXXXX /s/ XXXXX X. XXXXXX ------------------------------ ----------------------------- Name: Xxxxxxx X. Xxxxxx Title: Senior Vice President and Treasurer NATIONSBANK N.A., as Agent for the Lenders By: /s/ XXXXXXX X. XXXXXXXX ------------------------------- Name: Xxxxxxx X. Xxxxxxxx Title: Senior Vice President COMMITMENT: NATIONSBANK, N.A. $70,000,000 By: /s/ XXXXXXX X. XXXXXXXX Name: Xxxxxxx X. Xxxxxxxx Title: Senior Vice President Lending Office: 000 Xxxxx Xxxxx Xxxxxx Charlotte, North Carolina 28255 Wire Transfer Instructions: NationsBank, N.A. Charlotte, North Carolina ABA #000000000 Reference: HEALTHSOUTH Corporation Attention: Agency Services 100 COMMITMENT: THE BANK OF NOVA SCOTIA $55,000,000 By: /s/ XXXX XXXXXXX ------------------------------ Name: Xxxx Xxxxxxx Title: Relationship Manager Lending Office: 000 Xxxxxxxxx Xxxxxx, X.X. Xxxxx 0000 Xxxxxxx, Xxxxxxx 00000
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CORPORATION WITNESS s/ Joycx X. Xxxxxx ---------------------------- By: /s/ Mildxxx X. Xxxxx ------------------------------------- Name: Mildxxx X. Xxxxx Title: Vice President
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CORPORATION WITNESS. By: ---------------------------- --------------------------------------- Name: ------------------------------------- Title: ---------------------------- ------------------------------------ 121 EXHIBIT G Form of Opinion of Borrower's Counsel November 13, 2000 Bank of America, N.A., as Agent and Each of the Lenders Party to the Credit Agreement Referenced Below Bank of America Corpxxxxx Xxxxxx Xxxxxxxxx, Xxxxx Xxxxxxxx 00000-0000 XX: $95,000,000 REVOLVING CREDIT AND LETTER OF CREDIT FACILITIES AMONG BANK OF AMERICA, N.A., AS AGENT, THE LENDERS PARTY THERETO AND THE WACKENHUT CORPORATION Ladies and Gentlemen: We have acted as counsel to The Wackenhut Corporation, a Florida corporation (the "Borrower"), and the following Persons (the "Guarantors"): __________, __________ and __________ in connection with the negotiation, execution, and delivery of the Credit Agreement of even date herewith among you, the Lenders and the Borrower (the "Credit Agreement"; capitalized terms not otherwise defined herein shall have the meanings provided therefor in the Credit Agreement); and the execution and delivery of the other Transaction Documents (as defined below) by the Borrower and one or more Guarantors, pursuant to which the Lenders are providing the Revolving Credit Facility in the amount of $________, including the $________ Letter of Credit Facility and the $________ Swing Line, each constituting part of the Revolving Credit Facility, and the other transactions contemplated under the Credit Agreement. This opinion is being delivered in accordance with the conditions set forth in SECTION 6.1 of the Credit Agreement. As such counsel, we have reviewed originals, or copies certified or otherwise authenticated or out satisfaction, of the following documents as executed and delivered as of the date hereof (collectively, the "Transaction Documents"):
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Related to CORPORATION WITNESS

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  • Production of Witnesses At all times from and after the Distribution Date, upon reasonable request: (a) FTD shall use commercially reasonable efforts to make available, or cause to be made available, to any member of the UOL Entities, the directors, officers, employees and agents of any member of the FTD Entities as witnesses to the extent that the same may reasonably be required by the requesting Party (giving consideration to business demands of such directors, officers, employees and agents) in connection with any legal, administrative or other proceeding in which the requesting Party may from time to time be involved, except in the case of any action, suit or proceeding in which any member of the FTD Entities is adverse to any member of the UOL Entities; and (b) United Online shall use commercially reasonable efforts to make available, or cause to be made available, to any member of the FTD Entities, the directors, officers, employees and agents of any member of the UOL Entities as witnesses to the extent that the same may reasonably be required by the requesting Party (giving consideration to business demands of such directors, officers, employees and agents) in connection with any legal, administrative or other proceeding in which the requesting Party may from time to time be involved, except in the case of any action, suit or proceeding in which any member of the UOL Entities is adverse to any member of the FTD Entities.

  • Name of Witness Address & Occupation:.....................................

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