Equitable's Copies of the Other Agreements Sample Clauses

Equitable's Copies of the Other Agreements. 7.1.13 An executed copy of an agreement between Equitable and the Managing Agent terminating the Management Agreement as of the Closing Date, the form and content of which shall be reasonably satisfactory to Purchaser and shall in any event provide that Purchaser shall have no liability with respect to any employees of Managing Agent at any Mall or who render services with respect to any Mall. 7.1.14 A notice to Tenants, and a notice to Adjoining Owners, notifying each of the sale of the applicable Mall to Purchaser as of the Closing Date, in form reasonably satisfactory to Purchaser. 7.1.15 The certificate of Equitable provided for in subsection 8.6.3. 7.1.16 A certificate that Equitable is not a "foreign person" within the meaning of ss. 1445 of the Internal Revenue Code of 1986, as amended. 7.1.17 Counterparts of an adjustment statement summarizing all adjustments in respect of the Purchase Price made at the Closing pursuant to Article 6. 7.1.18 All sales tax, transfer tax and other tax returns, if any, which Equitable is required by law to execute and deliver, either individually or together with Purchaser, to any Governmental Authority as a result of the sale. 7.1.19 A copy of the resolutions of the Investment or Separate Account Committee of Equitable, certified to by the secretary or an assistant secretary of Equitable, which authorize (i) the transactions contemplated by this Agreement, and (ii) the execution by Equitable
Sample 1
AutoNDA by SimpleDocs
Equitable's Copies of the Other Agreements. 7.1.13 An executed copy of an agreement between Equitable and the Managing Agent terminating the Management Agreement as of the Closing Date, the form and content of which shall be reasonably satisfactory to Purchaser and shall in any event provide that Purchaser shall have no liability with respect to any employees of Managing Agent at any Mall or who render services with respect to any Mall. 7.1.14 A notice to Tenants, and a notice to Adjoining Owners, notifying each of the sale of the applicable Mall to Purchaser as of the Closing Date, in form reasonably satisfactory to Purchaser. 7.1.14 The certificate of Equitable provided for in subsection 8.6.3. 7.1.16 A certificate that Equitable is not a "foreign person" within the meaning of 1445 of the Internal Revenue Code of 1986, as amended. 7.1.17 Counterparts of an adjustment statement summarizing all adjustments in respect of the Purchase Price made at the Closing pursuant to Article 6. 7.1.18 All sales tax, transfer tax and other tax returns, if any, which Equitable is required by law to execute and deliver, either individually or together with Purchaser, to any Governmental Authority as a result of the sale. 7.1.19 A copy of the resolutions of the Investment or Separate Account Committee of Equitable, certified to by the secretary or an assistant secretary of Equitable, which authorize (i) the transactions contemplated by this Agreement, and (ii) the execution by Equitable of 28 this Agreement and the documents, instruments and agreements to be executed and delivered by Equitable pursuant hereto, together with an incumbency certificate as to the authority of the person(s) executing and delivering this Agreement and such documents, instruments and agreements on behalf of Equitable. 7.1.20 A good standing certificate from the Insurance Department of the State of New York for Equitable, dated within 15 days of the Closing Date, and good standing certificates issued in respect of Equitable by the Secretary of State, Insurance Commission or State Corporation Commission, as the case may be, of each State in which a Mall is located, dated within 30 days of the Closing Date. 7.1.21 All records and files which are in the possession of Equitable, ERE or the Managing Agent relating to the current operation and maintenance of the Malls, including without limitation, to the extent in the possession of such parties, current tax bills, current water, sewer, utility and fuel bills, payroll records, billing records for ...
Sample 1

Related to Equitable's Copies of the Other Agreements

  • Further Agreements of the Company The Company covenants and agrees with each Underwriter that:

  • Other Agreements of the Parties 4.1 (a) Securities may only be disposed of in compliance with state and federal securities laws. In connection with any transfer of the Securities other than pursuant to an effective registration statement, to the Company, to an Affiliate of an Investor or in connection with a pledge as contemplated in Section 4.1(b), the Company may require the transferor thereof to provide to the Company an opinion of counsel selected by the transferor, the form and substance of which opinion shall be reasonably satisfactory to the Company, to the effect that such transfer does not require registration of such transferred Securities under the Securities Act.

  • Supersedes Other Agreements This Agreement supersedes all prior investment advisory, management, and/or administration agreements in effect between the Fund and the Adviser.

  • Agreements of the Company The Company agrees with the several Underwriters as follows:

  • Further Agreements of the Parties Each of the Enterprise Parties covenants and agrees with the Underwriters:

  • Inconsistencies with Other Documents In the event there is a conflict or inconsistency between this Agreement and any other Loan Document, the terms of this Agreement shall control; provided that any provision of the Security Documents which imposes additional burdens on the Borrower or any of its Subsidiaries or further restricts the rights of the Borrower or any of its Subsidiaries or gives the Administrative Agent or Lenders additional rights shall not be deemed to be in conflict or inconsistent with this Agreement and shall be given full force and effect.

  • Waivers; Other Agreements No term or provision of this Agreement may be waived or modified unless such waiver or modification is in writing and signed by the party against whom such waiver or modification is sought to be enforced.

  • Additional Agreements of the Company (a) Each time the Registration Statement or Prospectus is amended or supplemented (other than by an amendment or supplement providing solely for (i) in the case of Notes, a change in the interest rates, redemption provisions, amortization schedules or maturities offered on the Notes issued alone or as part of a Unit, (ii) in the case of Units, (x) a change in the exercise price, exercise date or period or expiration of an underlying Warrant or (y) a change in the settlement date or purchase or sale price of an underlying Purchase Contract or (iii) a change you deem to be immaterial), the Company will deliver or cause to be delivered forthwith to you a certificate signed by an executive officer of the Company, dated the date of such amendment or supplement, as the case may be, in form reasonably satisfactory to you, of the same tenor as the certificate referred to in Section 4(c) relating to the Registration Statement or the Prospectus as amended or supplemented to the time of delivery of such certificate.

  • OTHER AGREEMENTS, ETC It is understood that any of the shareholders, Trustees, officers and employees of the Trust may be a partner, shareholder, director, officer or employee of, or be otherwise interested in, the Manager, and in any person controlled by or under common control with the Manager, and that the Manager and any person controlled by or under common control with the Manager may have an interest in the Trust. It is also understood that the Manager and persons controlled by or under common control with the Manager have and may have advisory, management service, distribution or other contracts with other organizations and persons, and may have other interests and businesses.

  • Enforceability of Other Agreements (i) The Partnership Agreement has been duly authorized, executed and delivered by the General Partner and is a valid and legally binding agreement of the General Partner, enforceable against the General Partner in accordance with its terms;

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