Fair and Adequate Consideration Sample Clauses
The Fair and Adequate Consideration clause ensures that any exchange of goods, services, or rights under the agreement is supported by a reasonable and appropriate value from both parties. In practice, this means that each party must provide something of genuine worth—such as payment, services rendered, or other tangible benefits—in return for what they receive. This clause helps to validate the enforceability of the contract by confirming that both sides are entering into the agreement with balanced and legitimate expectations, thereby preventing claims of unfairness or lack of mutual obligation.
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Fair and Adequate Consideration. Employee acknowledges and agrees that the payment of monies hereunder constitutes monies to which Employee was not previously entitled and, further, that the payment of monies hereunder constitutes fair and adequate consideration for the execution of this Agreement.
Fair and Adequate Consideration. The parties acknowledge and agree that the payments and benefits described in Section 2, along with the parties’ respective promises and obligations under this Agreement, together constitute good, sufficient and adequate consideration for the release and waiver by Executive of any and all claims described in Section 5 of this Agreement as well as all other promises and obligations made by Executive in this Agreement. Executive acknowledges and agrees that he is not and shall not be entitled to any additional payments or benefits of any kind that are not expressly provided for in this Agreement. Executive further acknowledges and agrees that the Company reserves the right to seek to recoup the Severance Payment and COBRA Premium Payments and clawback any amounts received with respect to any Equity Awards that vest on account of this Agreement as well as cause the forfeiture of any such Equity Awards, and Executive shall lose the right to invest pursuant to Section 1(c) in the event Executive breaches any of the terms or conditions of this Agreement and such breach, to the extent that the Company reasonably believes that such breach may be cured is not cured after five days’ written notice to Executive specifying the alleged breach.
Fair and Adequate Consideration. The amount of consideration to be received by the Seller upon the sale of the Acquired Assets and the Business to the Buyer constitutes reasonably equivalent value and fair consideration for the Acquired Assets and the Business. The Seller directed the party listed on Schedule 2.15 (the “Investment Banker”) to solicit and the Investment Banker did solicit indications of interest from, and held discussions with, multiple third parties regarding the possible acquisition of the Business and the Investment Banker concluded that the consideration provided to the Seller in this Agreement is reasonably equivalent to the value of the Acquired Assets. After having considered information provided by the Investment Banker, the Board of Directors of the Seller has determined that the transactions contemplated by this Agreement are fair, just and reasonable to the Seller and the Seller’s stockholders.
Fair and Adequate Consideration. Borrower acknowledges that it requested the extension of the Revolving Credit Period and waiver of the Specified Defaults (defined below) provided herein, and acknowledges and agrees that the modifications to the Loan Agreement contained herein constitute fair and adequate consideration for such extension and waiver.
Fair and Adequate Consideration. The parties acknowledge and agree that the payments and benefits described in Section 4, along with the parties’ respective promises and obligations under this Agreement, together constitute good, sufficient and adequate consideration for the release and waiver by Executive of any and all claims described in Paragraph 5 of this Agreement as well as all other promises and obligations made by Executive in this Agreement. Executive acknowledges and agrees that he is not and shall not be entitled to any additional payments or benefits of any kind that are not expressly provided for in this Agreement. Executive further acknowledges and agrees that the Company reserves the right to seek to recoup the Severance Payment and COBRA Premium Payments in the event Executive breaches any of the terms or conditions of this Agreement.
Fair and Adequate Consideration. The Parties acknowledge and agree that the Separation Payment described above, along with the Parties’ respective promises and obligations under this Agreement, together constitute good, sufficient and adequate consideration for the release and waiver by Employee of any and all claims described in Paragraph 4 of this Agreement as well as all other promises and obligations made by Employee in this Agreement.
Fair and Adequate Consideration. (a) HGR has issued 1,180,000 (one million, one hundred eighty thousand) common shares, plus 490,000 (four hundred ninety thousand) 5-Year Warrants at $0.50 (fifty cents) each expiring on or about February 10, 2016 in cancellation of over $600,000 in debt of MMBF, has advanced monies for MMBF's accounting, general and administrative and audits, and will have received no corresponding compensation, since it is herewith returning all of its shares of MMBF. Accordingly, HGR and MMBF have mutually agreed to accept cancellation of the Sand Mine and BioFuels 3% Royalty, which is currently non-producing and not generating revenues at this time, in consideration for cancellation and release of any and all equity or debt claims whatsoever of HGR and return of the 40,000,000 shares of MMBF common stock, 30,000,000 shares of which are held by HGR and 10,000,000 shares of which are held by CRF to MMBF.
(b) The Boards of Directors of each Party have approved and resolved that this Settlement, Rescission and Mutual Release is in the best interests of the creditors and shareholders of each of the companies, in the exercise of their best business judgments, and such Boards believe each company has received full, fair and adequate consideration herefore.
(c) MMBF waives any claim to a 3% Royalty upon HGR's biofuels production since HGR is closing and divesting its non-producing, non-operative biofuels business.
Fair and Adequate Consideration. Each of the parties hereto acknowledges that the consideration given or received in this Agreement is fair and adequate consideration for the covenants, undertakings and forbearances herein made.