Eagle Confirmation Agreement Sample Clauses

Eagle Confirmation Agreement. On the Closing Date, as a result of the voiding of the Eagle Confirmation Agreement by Seller and Eagle, Seller shall pay to Buyer $344,570.86 as a credit to the Estimated Purchase Price described in Section 2.5 hereof (the “Eagle Confirmation Agreement Adjustment”), which represents the repayment from Seller to Buyer of $344,570.86 which was included in the prepaid expense portion of the Determination Date Loan Amount. The Parties acknowledge that Buyer will not be taking assignment of the Eagle Confirmation Agreement and that no other charges or fees, whether on account of demand or reservation or otherwise shall be paid by Buyer in connection with the Eagle Confirmation Agreement, whether such charges are incurred prior to or after the date of this Amendment; provided, however, that Buyer shall pay to Seller an amount equal to $34,733.44 representing certain of the demand and reservation charges for the period commencing on the Determination Date and ending February 29, 2008.
Sample 1
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Related to Eagle Confirmation Agreement

  • Transaction Agreement This Amendment shall be a Transaction Agreement, as set forth in Section 2.1 of the Framework Agreement, for all purposes.

  • Termination Agreement (1) If the Franchise Agreement shall be terminated due to the expiration, both parties shall sign a Termination Agreement through negotiation completed 180 days prior to the expiration date.

  • One Agreement This Agreement and any related security or other agreements required by this Agreement, collectively:

  • Transition Agreement At Closing, Buyer and Seller shall execute the applicable Transition Agreements.

  • Consent Letter On the Restatement Effective Date, the Administrative Agent shall have received a letter from CT Corporation System, presently located at 1633 Xxxxxxxx, Xxx Xxxx, XX 00000, xx the form of Exhibit I indicating its consent to its appointment by each Credit Party as their agent to receive service of process.

  • Amendment to the Purchase Agreement The Company, the Issuer and the Purchaser hereby agree to amend the Purchase Agreement from and after the Effective Date as follows notwithstanding any contrary provision therein:

  • Designation Agreement Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent is either (x) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (y) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as described in the Reporting Requirements). Accordingly:

  • Amendment to Purchase Agreement The Purchase Agreement is hereby amended as follows:

  • Lock-Up Agreement The Underwriters shall have received all of the Lock-Up Agreements referenced in Section 4 and the Lock-Up Agreements shall remain in full force and effect.

  • Acquisition Agreements If the Equipment is subject to any Acquisition Agreement, Lessee, as part of this lease, transfers and assigns to Lessor all of its rights, but none of its obligations (except for Lessee's obligation to pay for the Equipment conditioned upon Lessee's acceptance in accordance with Paragraph 6), in and to the Acquisition Agreement, including but not limited to the right to take title to the Equipment. Lessee shall indemnify and hold Lessor harmless in accordance with Paragraph 19 from any liability resulting from any Acquisition Agreement as well as liabilities resulting from any Acquisition Agreement Lessor is required to enter into on behalf of Lessee or with Lessee for purposes of this lease.

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