Correction of Exhibits Sample Clauses

Correction of Exhibits. As of the date of this Assignment and Assumption Agreement, each of GM and Delphi agrees that it is not aware of any omissions or misstatement contained in Exhibit A or Exhibit B. Each party agrees further that it will use its best efforts to confirm the accuracy and completeness of the information contained in Exhibit A or Exhibit B, and that it will promptly notify the other party in writing if and when it becomes aware of any misstatements or omissions. Unless either party promptly objects, Exhibit A and Exhibit B, as amended by such notices, will be deemed final, complete, and correct as of June 30, 1999.
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Correction of Exhibits. It is the intent of Sellers to convey, sell, grant and assign, and Buyer to purchase and receive all the Assets, except for the Excluded Assets, without any warranty of title by Sellers (express, implied or statutory) but subject to Buyer's remedies for Title Defects as expressly provided in Article IV. If Buyer or Sellers discover at any time prior to Closing that any Assets are not described on Exhibits A or C, or not sufficiently described on any such Exhibits in order to transfer legal title to Buyer and the other Parties hereto agree, then the Parties shall amend such Exhibit to include a sufficient description to assign title to such Assets to Buyer and such Exhibit, as so amended, shall be the Exhibit used to describe the Assets to be assigned to Buyer.
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Correction of Exhibits. It is the intent of the IPP Parties to convey, grant and assign, and the Partnership to receive all the Assets, except for the Excluded Assets, without any warranty of title by the IPP Parties (express, implied or statutory) but subject to the Partnership's remedies for Title Defects as expressly provided in Article IV. If the Partnership or the IPP Parties discover at any time prior to Closing that any Assets are not described on Exhibit A, or not sufficiently described on such Exhibit in order to transfer legal title to the Partnership and the other Parties hereto agree, then the Parties shall amend such Exhibit to include a sufficient description to assign title to such Assets to the Partnership and such Exhibit, as so amended, shall be the Exhibit used to describe the Assets to be assigned to the Partnership.
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Correction of Exhibits. Section 6.2
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Correction of Exhibits. It is the intent of McMoRan to convey, sell, grant and assign, and El Paso to purchase and receive all of the Assets. If El Paso or McMoRan discovers at any time prior to Closing that any Assets are not described on Exhibits "A" or "B," or is not sufficiently described on any such Exhibits in order to transfer title to El Paso as set forth in this Purchase Agreement, the Parties shall amend such Exhibit to include a sufficient description to assign title to such Assets to El Paso and such Exhibit, as so amended, shall be the Exhibit used to describe the Assets to be assigned to El Paso; provided, however, that no such amendment shall become effective unless and until El Paso shall have agreed thereto, which agreement of El Paso shall be made in its sole discretion.
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Correction of Exhibits. (a) Exhibits A, B, C, and I attached hereto on the date of this Agreement were prepared by DOE or by the M&O Contractor at the request of DOE. DOE has utilized its best efforts to assure that such Exhibits are accurate and complete. However, DOE and USEC recognize that the Exhibits may not identify all property related to and useful in USEC's purposes regarding AVLIS or all Patents and that there may be a need to add to or subtract from AVLIS Property or Intellectual Property transferred or deemed to be transferred pursuant to this Agreement. Accordingly, subject to mutual agreement of the parties, any list or description of the AVLIS Property in Exhibit A, B, and I, which is subject to the option of Section 3.1 and any list of Patents on Exhibit C subject to transfer under Article IV may be modified from time to time to add property or Patents, as the case may be, that is related to and useful in performance of USEC's purposes regarding the AVLIS Program, or to delete any property or Patents. (b) USEC's right to add additional property to any such Exhibit shall expire upon the privatization of USEC as contemplated by the Act; provided, that if at any time prior to or after such privatization it is discovered that any such Exhibit was not accurate and complete as of the date of this Agreement, notwithstanding the best efforts of DOE to assure that such Exhibits are accurate and complete or to assure DOE's title to AVLIS Personal Property, (i) USEC shall have the right to amend such Exhibit to include an accurate and complete list or description of property related to and useful in USEC's purposes regarding AVLIS as contemplated by the Act, or of
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Related to Correction of Exhibits

  • Integration of Exhibits The exhibits to this Agreement and any exhibits thereto are a material part of the Settlement and are incorporated and made a part of the Agreement.

  • Incorporation of Exhibits The Exhibits attached to this Agreement are incorporated herein and shall be considered a part of this Agreement for all purposes.

  • Incorporation of Exhibits, Annexes, and Schedules The Exhibits, Annexes, and Schedules identified in this Agreement are incorporated herein by reference and made a part hereof.

  • Incorporation of Exhibits and Schedules The Exhibits and Schedules identified in this Agreement are incorporated herein by reference and made a part hereof.

  • LIST OF EXHIBITS List below all exhibits filed as part of this Statement of Eligibility and Qualification. X. Xxxx of the Charter of Wilmington Trust Company, which includes the certificate of authority of Wilmington Trust Company to commence business and the authorization of Wilmington Trust Company to exercise corporate trust powers. B. Copy of By-Laws of Wilmington Trust Company. C. Consent of Wilmington Trust Company required by Section 321(b) of Trust Indenture Act. D. Copy of most recent Report of Condition of Wilmington Trust Company. Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, the trustee, Wilmington Trust Company, a corporation organized and existing under the laws of Delaware, has duly caused this Statement of Eligibility to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of Wilmington and State of Delaware on the 15th day of November, 2000. WILMINGTON TRUST COMPANY [SEAL] Attest: /s/ Xxxxxxxx X. Xxxxx By: /s/ Xxxxxx X. XxxXxxxxx ------------------------- ------------------------------ Assistant Secretary Name: Xxxxxx X. XxxXxxxxx Title: Vice President EXHIBIT A AMENDED CHARTER Wilmington Trust Company Wilmington, Delaware As existing on May 9, 1987 Amended Charter or Act of Incorporation of Wilmington Trust Company Wilmington Trust Company, originally incorporated by an Act of the General Assembly of the State of Delaware, entitled "An Act to Incorporate the Delaware Guarantee and Trust Company", approved March 2, A.D. 1901, and the name of which company was changed to "Wilmington Trust Company" by an amendment filed in the Office of the Secretary of State on March 18, A.D. 1903, and the Charter or Act of Incorporation of which company has been from time to time amended and changed by merger agreements pursuant to the corporation law for state banks and trust companies of the State of Delaware, does hereby alter and amend its Charter or Act of Incorporation so that the same as so altered and amended shall in its entirety read as follows:

  • Incorporation of Schedules and Exhibits The schedules, attachments and exhibits referenced in and attached to this Agreement shall be deemed an integral part hereof to the same extent as if written in whole herein. In the event that any inconsistency or conflict exists between the provisions of this Agreement and any schedules, attachments or exhibits attached hereto, the provisions of this Agreement shall supersede the provisions of any such schedules, attachments or exhibits.

  • LIST OF EXHIBITS AND SCHEDULES Exhibit 2.1 Form of Revolving Credit Note Exhibit 2.3 Form of Term Loan Note Exhibit 3.11 Form of U.S. Tax Compliance Certificate Exhibit 9.1.3 Form of Compliance Certificate Exhibit 9.1.4 Form of Borrowing Base Certificate Exhibit 13.5 Form of Assignment and Acceptance Schedule 1 Commitment Schedule Schedule 1.1 Deemed EBITDA Schedule 1.1(b) Deemed EBITDA (RWS) Schedule 1.2 Ineligible Lenders Schedule 6.1 Commercial Tort Claims Schedule 7.1.1 Business Locations Schedule 8.1.1 Jurisdictions in which any Borrower is Authorized to do Business Schedule 8.1.4 Capital Structure Schedule 8.1.5 Names; Organization Schedule 8.1.13 Brokers’ Fees Schedule 8.1.14 Patents, Trademarks, Copyrights and Licenses Schedule 8.1.16 Environmental Schedule 8.1.17 Contracts Restricting Right to Incur Debts Schedule 8.1.18 Litigation Schedule 8.1.20 Pension Plans Schedule 8.1.22 Labor Relations Schedule 8.1.23 Leases Schedule 9.2.2 Existing Debt Schedule 9.2.4 Existing Liens Schedule 9.2.10 Existing Investments Schedule 9.2.14 Existing Restrictive Agreements THIS LOAN, SECURITY AND GUARANTY AGREEMENT (this “Agreement”) is made as of August 5, 2020, by and among PNC Bank, National Association (successor to BBVA USA) (“PNC”), individually as a Lender, as administrative agent (in such capacity, “Administrative Agent”) for itself and any other financial institution which is or becomes a party hereto as a lender (each such financial institution, including PNC, is referred to hereinafter individually as a “Lender” and collectively as the “Lenders”), and as collateral agent (in such capacity, “Collateral Agent”) for the Lenders, Quest Resource Management Group, LLC, a Delaware limited liability company (“Quest”), Landfill Diversion Innovations, L.L.C., a Delaware limited liability company (“Landfill”), Sustainable Solutions Group, LLC, a Delaware limited liability company (“SSG”), RWS Facility Services, LLC a Delaware limited liability company (“RWS”, and together with Quest, Landfill, RWS, SSG and each hereafter arising Subsidiary of any Borrower and each other Person joined hereto as a “Borrower”, individually a “Borrower” and collectively “Borrowers”), and each of Quest Resource Holding Corporation, a Nevada corporation (“Holdings”), and Quest Sustainability Services, Inc., a Delaware corporation (F/K/A Earth911, Inc.) (“Parent”), Youchange, Inc., an Arizona corporation (“Youchange”), Quest Vertigent Corporation, a Nevada corporation (“Vertigent”), Quest Vertigent One, LLC, a Delaware limited liability company (“Vertigent One”), and Global Alerts, LLC, a Delaware limited liability company (“Global Alerts”, and together with Holdings, Parent, Youchange, Vertigent and Vertigent One, individually a “Guarantor” and collectively, “Guarantors”).

  • Accuracy of Exhibits There are no contracts or documents which are required to be described in the Registration Statement, the General Disclosure Package or the Prospectus or to be filed as exhibits to the Registration Statement which have not been so described and filed as required.

  • Incorporation of Schedules The schedules attached to this Agreement shall, for all purposes of this Agreement, form an integral part of it.

  • LIST OF SCHEDULES AND EXHIBITS Schedules