Getty Sample Clauses

Getty. Any nomination as Chairman pursuant to clause 25.1 shall be effected by notice to Getty Investments signed by or on its behalf. The notice shall be left at or sent by post or facsimile transmission to the office or such other place designated by the board for the purpose. The nomination shall take effect immediately on deposit of the notice or on such later date (if any) specified in any notice. EXECUTED by the parties as follows:
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Getty. Getty shall, and shall cause each of the Retained Subsidiaries to, comply with each representation and statement made, or to be made, to any taxing
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Getty. Col. 37th Inf'y, Bt. Maj. Gen'l U.S.A.
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Getty hereby absolutely and unconditionally covenants and agrees to indemnify and hold harmless the Borrower and the Bank and their respective successors, assigns, representatives, agents, and servants from and against any and all claims, liabilities, obligations, losses, damages, penalties, taxes, actions, suits, costs, expenses or disbursements (including reasonable attorneys' fees and expenses) of any kind and nature whatsoever which may be imposed on, incurred by or asserted against the Borrower, the Bank or any such other person, in any way relating to or arising out of any event, occurrence, condition of, use of, or state of repair at any Station with regard to any environmental damage, real, threatened or potential, and any damage caused by any hazardous waste substance or gasoline or petroleum product contamination or damage, whether now existing or hereafter arising or occurring, or the existence of any hazardous waste substance or gasoline or petroleum contamination in, on, or around the land of any Station. Getty covenants and agrees that it will be fully responsible for the repair or replacement of all equipment at any Station, including, without limitation, underground storage tanks, connecting piping and associated machinery and equipment, whether above or below ground. It is understood and agreed that the foregoing indemnification shall include any claims or proceedings asserted by the U.S. Environmental Protection Agency or any other federal, state, local, or municipal regulatory or administrative body.
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Getty. By /s/ Xxxx X. Getty --------------------------------- Name: Xxxx X. Getty Title:
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Getty. The Getty Investments Company Agreement provides that the Getty Investments Board consists of six directors. Of the six members of the Getty Investments Board, three (Mr. Getty, Xx. Xxxxxxxx X. Klein and Xx. Xxxxxx X. Garb) are also directors of Getty Images. Mr. Getty serves as the Chairman of the Board of Directors of Getty Investments L.L.C. Xx. Xxxxx is the Chief Executive Officer of Getty Images. There are currently no voting arrangements whereby one member of Getty Investments can control a majority of the members of the Getty Investments Board. Getty Images and Getty Investments have agreed that in the event that Getty Images becomes controlled by a third party or parties not affiliated with the Getty family, Getty Investments will have the right to call for an assignment to it, for a nominal sum, of all rights to the Getty Trademarks. Upon such assignment, Getty Images will have 12 months in which it will be permitted to continue to use the Getty Trademarks and thereafter will have to cease such use.
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Getty. By: ------------------------------------------ Name: Title:
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Getty. Getty shall, and shall cause each of the Retained Subsidiaries to, comply with each representation and statement made, or to be made, to any taxing authority in connection with any ruling obtained, by Getty and Marketing acting together, from any such taxing authority with respect to any transaction contemplated by this Agreement; neither Getty nor any of the Retained Subsidiaries shall take or omit any action inconsistent therewith, unless, (i) required to do so by law, (ii) permitted to do so by the prior written consent of Marketing, or (iii) pursuant to a favorable supplemental ruling letter reasonably satisfactory to Marketing that such act or omission would not adversely affect the tax consequences of the Distribution to Marketing or the stockholders of Marketing, as set forth in any ruling issued by any taxing authority. Neither Getty nor any of the Retained Subsidiaries has a present intention to take or omit any such action.
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