Key Principals. The definitions of “Key Principals” and “Borrower Representative” and all references to such terms in the Loan Agreement are hereby deleted in their entirety.
Key Principals. Xxxxxx X. Xxxxxxxx, III, an individual, hereby covenants that he shall at all times during the term of this Agreement, if alive, be an active member of Solomon and collectively hold at least a fifty-one percent (51%) equity interest in Solomon and maintain decision making control with respect to Solomon, unless Owner consents to a lesser interest, which consent may be granted or withheld in Owner’s sole and absolute discretion. Notwithstanding the foregoing, in the event that Xxxxxx X. Xxxxxxxx, III elects to sell, assign or otherwise transfer any of his interest in Solomon, such that he no longer holds at least a fifty-one percent (51%) equity interest in Solomon or does not maintain decision making control over Solomon, then Owner shall not unreasonably withhold its consent to such sale, assignment or transfer provided (a) no uncured Event of Default by Solomon then exists, (b) Xxxxxx X. Xxxxxxxx, III gives Landlord prior written notice of such sale or assignment, (c) such purchaser, assignee, or transferee shall be a natural person who shall hold and maintain decision making control with respect to Solomon, (d) such assignee, transferee or purchaser has the same or greater financial net worth as Xxxxxx X. Xxxxxxxx, III (e) such assignee, transferee or purchaser has a demonstrated history of developing facilities comparable to the Project in the State of Georgia, (f) such assignee, transferee or purchaser is not, in Owner’s reasonable discretion, a person known in the community as being of bad moral character, or who has been convicted of a felony in any state or federal court, (g) such assignee, transferee or purchaser is not currently in default with respect to any agreement with Owner or affiliate or subsidiary of Owner, and (h) such assignee, transferee or purchaser, or any entity owned or affiliated with such person, is not currently involved in any dispute and/or litigation with Owner or any of its affiliates or subsidiaries. If all conditions (a) through (h) above are satisfied, then Xxxxxx X. Xxxxxxxx, III shall be released of any further liabilities or obligations under this Agreement. Any sale, assignment or transfer of Xxxxxx X. Xxxxxxxx, III’s interest in Solomon without the prior written consent of Owner shall be voidable at Owner’s option.
Key Principals s/ Xxxxxxx Xxxxxxxxxx Xxxxxxx Xxxxxxxxxx /s/ Xxxxx Xxxxxxxx Xxxxx Xxxxxxxx /s/ Xxxxx Xxxxxx Xxxxx Xxxxxx /s/ Xxxxxxxxx Xxxxxxx Xxxxxxxxx Xxxxxxx The exhibits and schedules to the Asset Purchase Agreement are listed below. Upon request, Warwick Valley Telephone Company will furnish supplementally a copy of any schedule or exhibit to the Securities and Exchange Commission.
Key Principals. If any Key Principal (or any replacement(s) approved by Värde in writing, which approval shall not be unreasonably withheld, conditioned or delayed) shall fail to have a material managerial or administrative role in the transactions contemplated by this Agreement.
Key Principals. Key Principal Notice Address Percentage ---------------------------------------------------------------------------------------------------------------------------------- Whitehall LP 85 Broad Street 00.0% Xxx Xxxx, Xxx Xxxx 00000 Xxxxxxxxx: Xxxxx Xxxxxxxxx Officer Fax: 212-357-5505 ---------------------------------------------------------------------------------------------------------------------------------- Rockefeller c/o Richard E. Salomon 0.0000% Room 5600 30 Rockefeller Plaza New Yorx, Xxx Xxxx 00000 Xxx: 000-000-0000 with a copy to: Milbank Tweed Hadley & McCloy One Chase Manhattan Pxxxx Xxx Xxxx, Xxx Xxxx 00000 Xxxx: Xxxxx Xxxxxx Fax: 212-530-5200 ---------------------------------------------------------------------------------------------------------------------------------- Tishman Speyer 520 Madison Avenue 0.0000% Xxx Xxxx, Xxx Xxxx 00000 Xxxx: Xxxxx X. Xxxxxx Fax: 212-319-0000 with a copy to: Davis Polk & Wardwell 450 Lexxxxxxx Xxenux New Yorx, Xxx Xxxx 00000 Xxxx: Xxxxxx X. Xxxx, Xx. Fax: 212-000-0000 ----------------------------------------------------------------------------------------------------------------------------------
Key Principals. Xxxxx X. Xxxxxxxx, Xxxxxxxx Xxxxxx and Xxxxxxxx X’Xxxxxx. Leases: all leases and other agreements or arrangements heretofore or hereafter entered into affecting the use, enjoyment or occupancy of, or the conduct of any activity upon or in, the Property or the Improvements, including any guarantees, extensions, renewals, modifications or amendments thereof and all additional remainders, reversions and other rights and estates appurtenant thereunder.
Key Principals. Xxxxxx Xxxxxxxxx.
Key Principals. While further analysis and community input will be necessary to determine the precise nature (i.e., whether it is a community foundation, a public benefit corporation, etc.) and the role of the BVHP Representative Entity, as well as its relationship to the Agency, the BVHP Representative Entity will be formed according to the following key principles:
