EXHIBITS TO THE AGREEMENT. The following documents have been provided to the Purchaser and shall be deemed to be part of this Agreement and are furnished by the Seller to the Purchaser to inform it of the Company's activities and plans.
i) Corporate Charter ii) Certificate of Good Standing iii) Financial Statement iv) Tax Returns v) Patents & Trademarks
EXHIBITS TO THE AGREEMENT. 4 3 ARTICLE 3 DESIGN/BUILD ENTITY’S SERVICES 5
EXHIBITS TO THE AGREEMENT. The following documents, which are occasionally referred to in this Agreement, are formally incorporated and made part of this Agreement by this reference:
(a) Exhibit A: MLA Application Attachments/Exhibits are listed below:
EXHIBITS TO THE AGREEMENT. The following Exhibits are, or will be, attached to this Agreement and are or shall become when approved and accepted, part of the Contract Documents. The General Conditions of the Design/Build GMP Contract
2.1 The Drawings released for Construction (Exhibit I.1); The Specifications released for Construction (Exhibit I.1); Exhibit A, Design/Build GMP Designated Services and Method of Payment; Exhibit B, Design/Build Entity Certification (attached); Exhibit C, Design/Build Entity’s Certificate of Liability Insurance (attached);
EXHIBITS TO THE AGREEMENT. Exhibit No 1 – List of the Land Plots;
EXHIBITS TO THE AGREEMENT. Exhibit A - Form of Note Exhibit B - Form of Notice of Borrowing Exhibit C - Form of Assignment and Assumption Exhibit D - Form of Guaranty Supplement Exhibit E - Form of Solvency Certificate Exhibit F - Form of Term Loan Borrowing Base Certificate This ASSET-BASED TERM LOAN AGREEMENT dated as of September 5, 2023 (as amended, amended and restated, restated, supplemented, modified or otherwise in effect from time to time, this “Agreement”), among EXPRESS, INC., a Delaware corporation (“Holdings”), EXPRESS TOPCO LLC, a Delaware limited liability company (“Intermediate Holdings”), EXPRESS HOLDING, LLC, a Delaware limited liability company (the “Parent”), EXPRESS, LLC, a Delaware limited liability company (the “Borrower”), the other Loan Parties (as hereinafter defined) party hereto from time to time, each lender party hereto from time to time (collectively, the “Lenders” and each individually, a “Lender”), RESTORE CAPITAL, LLC, as collateral agent (together with any successor collateral agent appointed pursuant to Article VII, the “Collateral Agent”) for the Secured Parties (as hereinafter defined) and as administrative agent (together with any successor administrative agent appointed pursuant to Article VII, the “Administrative Agent” and, together with the Collateral Agent, the “Agents”) for the Lenders.
EXHIBITS TO THE AGREEMENT. EXHIBITS The following Exhibits are, or will be, attached to this Agreement and are or shall become when approved and accepted, part of the Contract Documents.
1. The Drawings released for Construction (Exhibit I.1);
2. The Specifications released for Construction (Exhibit I.1);
3. Exhibit A, Construction Manager’s Designated Services and Method of Payment;
4. Exhibit B, Construction Manager Certification;
5. Exhibit C, Request for proposal (minus blank template forms) dated ;
6. Exhibit D1, Construction Manager’s Fee Proposal dated ;
7. Exhibit D2, Construction Manager’s Certificates of Insurance;
8. Exhibit D3, Construction Manager’s Direct Labor Burden Calculation;
9. Exhibit E, State Sales and Use Tax Forms;
10. Exhibit F, List of Pre-Qualified Subcontractors (Add by amendment when approved by the Principal Representative and prior to bidding);
11. Exhibit G, Schematic Design Estimate Summary and Updated Summaries (Add by amendment when approved by the Principal Representative);
EXHIBITS TO THE AGREEMENT. The following Exhibit(s) are attached hereto and are hereby incorporated into and made a part of this agreement:
(a) Exhibit A (Event Staffing)
(b) Exhibit B (Rental Package)
(c) Exhibit C (Insurance Requirements)
(d) Exhibit D (Addendum)
(e) Exhibit E (Depiction of Premises)
(f) Exhibit F (Food and Beverage) The General Conditions and Regulations for use of the Spokane Convention Center, as contained in the Spokane Convention Center Planner’s Information Guide (located at xxxx://xxx.xxxxxxxxxxxxx.xxx/planners-toc.php,) are incorporated into this Agreement.
EXHIBITS TO THE AGREEMENT. (a) The Agreement is amended by deleting Schedule 5 “Capital Commitments” to the Agreement and replacing it with a new Schedule 5 “Capital Commitments” in the form attached as Exhibit A hereto.
(b) Exhibit C to the Agreement is amended by adding to it the amendment to the Agency Agreement in the form of Exhibit C hereto.
(c) Exhibit D to the Agreement is amended by adding to it the amendment to the Employee Transfer Agreement in the form of Exhibit D hereto.
(d) Exhibit F to the Agreement is amended by adding to it the amendment to the Backup Agreement in the form of Exhibit E hereto.
(e) Exhibit G to the Agreement is amended by adding to it the amendment to the Sellers Omnibus Agreement in the form of Exhibit F hereto.
(f) Exhibit J to the Agreement is amended by adding to it the amendment to the Buyer Guaranty in the form of Exhibit G hereto.
(g) The Agreement is amended by adding a new Exhibit M thereto in the form of Exhibit H hereto.
EXHIBITS TO THE AGREEMENT. 32.1. All Exhibits to the Agreement shall be integral parts hereof. The texts of the Agreement and the Exhibits hereto shall be complementary. 32.2. The list of the Exhibits hereto is as follows: Exhibit 1 – Specification and Delivery schedule ; Exhibit 2 - Special Delivery Terms; Exhibit 3 - _____________ (to be specified in case there are additional Exhibits to the Agreement)
