Joinder to Agreement. The Assignee hereby joins as a party to, and agrees to be bound by and subject to all of the terms and conditions of, the Agreement except the provisions of Section 2.02, Section
3.01 only as it relates to the Company’s obligations thereunder, and Section 6.11, all of which shall remain obligations of the Company, and further acknowledges and agrees that the undersigned shall have all of the rights and obligations as an assignee or successor in interest to the Company as set forth in the Agreement. In addition, the Assignee hereby agrees to indemnify the Company and its members, officers, employees, servants and agents (collectively, the “Company Indemnified Parties”) and hold the Company Indemnified Parties harmless from and against all claims and obligations of the Company to the County and the Indemnified Parties pursuant to Section 6.11 of the Agreement with respect to the Assignee’s performance or failure to perform of its obligations under the Agreement with respect to the Subject Property to the same extent of the Company’s obligations to indemnify the County and the Indemnified Parties under Section 6.11 concerning the Subject Property; provided, however, that such indemnity shall not apply to the extent that any such claim is proximately caused by (i) the grossly negligent acts or omissions or willful misconduct of the Company, its members, agents, officers or employees, or (ii) any breach of the Agreement by the Company.
Joinder to Agreement. The Affiliate hereby joins as a party to, and agrees to be bound by and subject to all of the terms and conditions of, the Agreement except the provisions of Section 2.02, Section
3.01 only as it relates to the Company’s obligations thereunder, and Section 6.11, all of which shall remain obligations of the Company, and further acknowledges and agrees that the undersigned shall have all of the rights and obligations of a Project Affiliate as set forth in the Agreement. In addition, the Affiliate hereby agrees to indemnify the Company and its members, officers, employees, servants and agents (collectively, the “Company Indemnified Parties”) and hold the Company Indemnified Parties harmless from and against all claims and obligations of the Company to the County and the Indemnified Parties pursuant to Section 6.11 of the Agreement with respect to the Affiliate’s performance or failure to perform of its obligations under the Agreement with respect to the Subject Property to the same extent of the Company’s obligations to indemnify the County and the Indemnified Parties under Section 6.11 concerning the Subject Property; provided, however, that such indemnity shall not apply to the extent that any such claim is proximately caused by (i) the grossly negligent acts or omissions or willful misconduct of the Company, its members, agents, officers or employees, or (ii) any breach of the Agreement by the Company.
Joinder to Agreement. Any Transfer that is otherwise permissible under or in accordance with Section 3.1 or Section 3.2, and any Transfer by an Investor Stockholder, shall not be effective unless and until the Transferee executes and delivers to the Company such documentation as the Company may request to require the Transferee to become a party to this Agreement. Upon any such Transfer, the Transferee will have a proportionate share of the rights of his, her or its Transferor as a Stockholder hereunder and will be bound by the obligations of such Transferor hereunder. The Company shall not recognize or record in the stock records of the Company any purported action that violates the restrictions hereof.
Joinder to Agreement. Each Holder's acceptance of this Agreement shall be reflected by his execution of a Joinder Agreement, substantially in the form attached to this Agreement as Exhibit A (the "Joinder Agreement"). The parties to this Agreement hereby consent to the joinder of Holders from time to time and acknowledge that, upon such joinder, such Holders shall be subject to the terms and conditions of this Agreement. The Company may, in its sole discretion, require any recipient of any Securities transferred by any Holder to execute and deliver a Joinder Agreement; provided, that such recipient is then or becomes the beneficial owner of the Securities equal to five percent (5%) or more of the Company's then outstanding Securities.
Joinder to Agreement. In connection with the issue of the Promised Securities to Investor, Investor shall execute a joinder to the Registration Rights Agreement in substantially the form attached here to as Exhibit B (the “Joinder”) pursuant to which Investor shall agree with Pubco to be bound by the terms and provisions of the Registration Rights Agreement as a “holder” thereunder with respect to the Promised Securities (upon acquisition thereof) as “Registrable Securities” thereunder.
Joinder to Agreement. By this Xxxxxxx, the Joining Party hereby becomes an “Investor” under the Subscription Agreement. The Joining Party hereby agrees that it is and shall be bound by, and hereby assumes, all representations, warranties, covenants, terms, conditions, obligations, duties and waivers applicable to an Investor under Subscription Agreement.
Joinder to Agreement. By execution of this Amendment, each of the Purchaser Representative, the French Purchaser, Seller and the French Seller Parties listed on the signature pages hereto acknowledges, agrees and confirms that, by its execution of this Amendment, the French Purchaser and each French Seller Party shall be deemed to be a party to the Agreement and shall have all of the obligations of the “Purchaser Parties” (in the case of the French Purchaser) or the “Seller Parties” (in the case of the French Seller Parties) thereunder as if it had executed the Agreement. Each such French Seller Party hereby ratifies and agrees to be bound by, all of the terms, provisions and conditions contained in the Agreement applicable to a “Seller Party” and the French Purchaser ratifies and agrees to be bound by, all of the terms, provisions and conditions contained in the Agreement applicable a “Purchaser Party”.
Joinder to Agreement. (a) By executing this Amendment No. 1 below, each New Purchaser shall become a “Purchaser” under the Agreement, and agrees to be bound by and subject to the terms and conditions of the Agreement as amended by this Amendment No. 1 (the Agreement as so amended, the “Amended Agreement”).
(b) By executing this Amendment No. 1 below, the Company and each Prior Purchaser consents to the addition as a “Purchaser” under the Agreement (and the Amended Agreement) each of the New Purchasers.
Joinder to Agreement. The undersigned physician hereby acknowledges that he or she is a shareholder and/or employee of the Group and that he or she will benefit directly from the Agreement. In consideration thereof, the undersigned agrees with and covenants to Parent and Administrator that, so long as the Agreement remains in effect, the undersigned physician shall abide by and be subject to (a) the covenants contained in Section 6 of the Agreement, as if an original party to the Agreement, and (b) the terms and conditions set forth below in this Joinder.
Joinder to Agreement a. Each CVC Co-Investor agrees to become bound by the terms and conditions of the Agreement, to become entitled to the benefits of the Agreement and to become a party to the Agreement as an "Investor" with the same effect as if such Investor had executed the Agreement on and as of the original date thereof.
b. Each CVC Co-Investor hereby represents and warrants that all representations and warranties of an "Investor" contained in the Agreement are true and correct as to the CVC Co-Investor as of the date hereof.
