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Factual confirmations Sample Clauses

Factual confirmationsThe Lessee confirms to the New Lessor on the date hereof and at the Effective Time (but, in respect of the Effective Time, subject to any qualifications noted in the Effective Time Notice): no [Event of Default] has occurred and is continuing under the Lease; no [[Event of Loss]/[Total Loss]] with respect to the [Airframe] or any Engine has occurred; no damage has occurred to the Aircraft resulting in repair costs in excess of the [Damage Notification Threshold]; and the Aircraft and each Engine is in the possession of the Lessee and the Lessee has not executed a sub-lease, wet lease or charter agreement in respect of the Aircraft or any Engine or otherwise agreed to part with possession of the Aircraft or any Engine9. The Lessee and the Existing Lessor confirm to the New Lessor that the documentation listed in Schedule 1 (The Lease) hereto constitutes the entire agreement between the Lessee and the Existing Lessor in relation to the leasing of the Aircraft which will continue in effect between the Lessee and the New Lessor following the Effective Time and there have been no amendments, consents, waivers or modifications entered into with respect to such documentation which will continue to have effect following the Effective Time.
Factual confirmationsThe Lessee confirms to the New Lessor on the date hereof and at the Effective Time (but, in respect of the Effective Time, subject to any qualifications noted in the Effective Time Notice): no [Event of Default] has occurred and is continuing under the Lease; no [[Event of Loss]/[Total Loss]] with respect to the [Airframe] or any Engine has occurred; and no damage has occurred to the Aircraft resulting in repair costs in excess of the [Damage Notification Threshold]. The Lessee and the Existing Lessor confirm to the New Lessor that the documentation listed in Schedule 1 (The Lease) hereto constitutes the entire agreement between the Lessee and the Existing Lessor in relation to the leasing of the Aircraft which will continue in effect following the Effective Time and there have been no amendments, consents, waivers or modifications entered into with respect to such documentation which will continue to have effect following the Effective Time.
Factual confirmations a. The Lessee confirms to the New Lessor on the date hereof and at the Effective Time (but, in respect of the Effective Time, subject to any qualifications noted in the Effective Time Notice): a. no Default has occurred and is continuing under the Lease; and b. no Total Loss with respect to the Engine has occurred. b. The Lessee and the Existing Lessor confirm to the New Lessor that the documentation listed in Schedule 1 (The Lease) hereto constitutes the entire agreement between the Lessee and the Existing Lessor in relation to the leasing of the Engine which will continue in effect following the Effective Time and there have been no amendments, consents, waivers or modifications entered into Contrail – AAA CD4.1 070121 with respect to such documentation which will continue to have effect following the Effective Time.

Related to Factual confirmations

  • Contractual Consents The Corporation and/or the Shareholders shall have given all notices to, and obtained all consents, approvals or authorizations of or from, any individual, corporation or other party which may be necessary to permit the consummation of the transactions contemplated hereby (including, without limitation, any consents required under the Contracts).

  • Factual Background Company and Parent executed a Loan and Security Agreement, a Promissory Note and other loan documents dated June 27, 2008 in favor of Bank evidencing and security a credit facility in the amount of Eight Million and No/100 Dollars ($8,000,000.00) (the “Loan”).

  • Factual Basis Defendant will plead guilty because he is in fact guilty of the charge contained in the information. In pleading guilty, defendant admits the following facts and that those facts establish his guilt beyond a reasonable doubt:

  • Corrections to Factual Inaccuracies In the event that the LEA determines that the Provider is maintaining Student Data that contains a factual inaccuracy, and Provider cooperation is required in order to make a correction, the LEA shall notify the Provider of the factual inaccuracy and the correction to be made. No later than 90 calendar days after receiving the notice of the factual inaccuracy, the Provider shall correct the factual inaccuracy and shall provide written confirmation of the correction to the LEA.

  • Mutual Conditions The respective obligations of each party to consummate the purchase and issuance and sale of the applicable Purchased Securities to be purchased and issued at the Closing shall be subject to the satisfaction on or prior to the Closing Date of each of the following conditions (any or all of which may be waived by a particular party on behalf of itself in writing, in whole or in part, to the extent permitted by applicable Law): (i) no Law shall have been enacted or promulgated, and no action shall have been taken, by any Governmental Authority which temporarily, preliminarily or permanently restrains, precludes, enjoins or otherwise prohibits the consummation of the transactions contemplated hereby or makes the transactions contemplated hereby illegal; and (ii) there shall not be pending any suit, action or proceeding by any Governmental Authority seeking to restrain, preclude, enjoin or prohibit the transactions contemplated by this Agreement.

  • Standard Contractual Clauses Where (i) Personal Data of an EEA or Swiss based Controller is processed in a country outside the EEA, Switzerland and any country, organization or territory acknowledged by the European Union as safe country with an adequate level of data protection under Art. 45 GDPR, or where (ii) Personal Data of another Controller is processed internationally and such international processing requires an adequacy means under the laws of the country of the Controller and the required adequacy means can be met by entering into Standard Contractual Clauses, then: (a) SAP and Customer enter into the Standard Contractual Clauses; (b) Customer enters into the Standard Contractual Clauses with each relevant Subprocessor as follows, either (i) Customer joins the Standard Contractual Clauses entered into by SAP or SAP SE and the Subprocessor as an independent owner of rights and obligations ("Accession Model") or, (ii) the Subprocessor (represented by SAP) enters into the Standard Contractual Clauses with Customer ("Power of Attorney Model"). The Power of Attorney Model shall apply if and when SAP has expressly confirmed that a Subprocessor is eligible for it through the Subprocessor list provided under Section 6.1(c), or a notice to Customer; and/or (c) Other Controllers whose use of the Cloud Services has been authorized by Customer under the Agreement may also enter into Standard Contractual Clauses with SAP and/or the relevant Subprocessors in the same manner as Customer in accordance with Sections 7.2

  • By Mutual Consent Interconnection Service may be terminated as of the date on which the Interconnection Parties mutually agree to terminate the Interconnection Service Agreement.

  • Financial Covenants Required Actual Complies Maintain as indicated:

  • TO THE STANDARD CONTRACTUAL CLAUSES This Appendix forms part of the Clauses and must be completed and signed by the parties.

  • Mutual Confidentiality Company and LIMR realize that certain information received by one party from the other pursuant to this Agreement shall be confidential. It is therefore agreed that any information received by one party from the other should be clearly designated in writing as “CONFIDENTIAL” at the time of transfer, shall not be disclosed by either party to any third party and shall not be used by either party for purposes other than those contemplated by this Agreement. Any information exchanged by the parties under this Agreement shall remain confidential for a period of three (3) years from the termination of the Agreement, unless or until — a. Said information shall become known to third parties not under any obligation of confidentiality to the disclosing party, or shall become publicly known through no fault of the receiving party, or b. Said information was already in the receiving party’s possession prior to the disclosure of said information to the receiving party, except in cases when the information has been covered by a preexisting Confidentiality Agreement, or c. Said information shall be subsequently disclosed to the receiving party, by a third party not under any obligation of confidentiality to the disclosing party, or d. Said information is approved for disclosure by prior written consent of the disclosing party, or e. Said information is required to be disclosed by court order or governmental law or regulation, provided that the receiving party gives the disclosing party prompt notice of any such requirement and cooperates with the disclosing party in attempting to limit such disclosure.