Letter Agreement Clause Samples

Letter Agreement. The Letter Agreement executed by the Company, the Sponsor and each executive officer, director and director nominee of the Company, has been duly authorized, executed and delivered by the Company, the Sponsor and, to the Company’s knowledge, each such executive officer, director and director nominee, respectively, and is a valid and binding agreement of the Company, the Sponsor and, to the Company’s knowledge, each such executive officer, director and director nominee, respectively, enforceable against the Company, the Sponsor and, to the Company’s knowledge, each such executive officer, director and director nominee, respectively, in accordance with its terms except as the enforceability thereof may be limited by bankruptcy, insolvency, or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability.

Letter Agreement. The Agent shall have received a fully-executed counterpart of the letter agreement of even date with this Agreement between Insignia Commercial Group, Inc., Insignia Residential Group, Inc. and the Administrative Agent confirming the right to terminate Management Agreements, without penalty, upon the occurrence of a Default or an Event of Default under this Agreement.

Letter Agreement. This Assignment is made specifically subject to the terms and conditions of the Letter Agreement, which is incorporated herein by reference as though set forth in full herein, and should there be any conflict between the terms and provisions of this Assignment and the Letter Agreement, the terms and provisions of the Letter Agreement shall prevail. Capitalized terms used herein without definition shall have the meanings ascribed to them in the Letter Agreement. Except for the Letter Agreement, this Assignment instrument represents the entire agreement between the parties with respect to its subject matter and replaces and supersedes all previous or contemporaneous agreements between them, whether oral, written or formed by a course of dealing. No amendment to this Assignment will be effective unless it is in writing and executed by each party’s duly authorized representative.

Letter Agreement. The Letter Agreement executed by the Company, the Sponsor, and each executive officer, director and director nominee of the Company, has been duly authorized, and will be duly executed and delivered by the Company, the Sponsor and to the Company’s knowledge, each such executive officer, director and director nominee, respectively, and, upon execution and delivery, will constitute a valid and binding agreement of the Company, the Sponsor and, to the Company’s knowledge, each such executive officer, director and director nominee, respectively, enforceable against the Company, the Sponsor and, to the Company’s knowledge, each such executive officer, director and director nominee, respectively, in accordance with its terms except as the enforceability thereof may be limited by bankruptcy, insolvency, or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability.

Letter Agreement. The letter agreement, dated October 14, 1997, as amended by the letter dated March 2, 1998, between AIMCO and IFG, if it has been terminated, shall be reinstated each time AIMCO breaches any of its obligations under Section 6.12, whereupon it shall remain in effect for a period of two years from the date of breach, insofar as such agreement applies to Controlled IPT Entities.

Letter Agreement. The Company has caused to be duly executed a legally binding and enforceable agreement (except (i) as such enforceability may be limited by bankruptcy, insolvency, reorganization or similar laws affecting creditors’ rights generally, (ii) as enforceability of any indemnification, contribution or non-compete provision may be limited under foreign, federal and state securities laws, and (iii) that the remedy of specific performance and injunctive and other forms of equitable relief may be subject to the equitable defenses and to the discretion of the court before which any proceeding therefor may be brought), a form of which is annexed as an exhibit to the Registration Statement (the “Letter Agreement”), pursuant to which each of the Insiders of the Company agree to certain matters. The Letter Agreement shall not be amended, modified or otherwise changed without the prior written consent of the Representative.

Letter Agreement. The Company has caused to be duly executed legally binding and enforceable agreement (except (i) as such enforceability may be limited by bankruptcy, insolvency, reorganization or similar laws affecting creditors’ rights generally, (ii) as enforceability of any indemnification contribution provision may be limited under foreign, federal and state securities laws, and (iii) that the remedy of specific performance and injunctive and other forms of equitable relief may be subject to the equitable defenses and to the discretion of the court before which any proceeding therefor may be brought) in the form annexed as an exhibit to the Registration Statement (the “Letter Agreement”), pursuant to which each of the Insiders agrees to certain matters, including but not limited to, the transfer restrictions and voting of the Ordinary Shares held by them and certain matters described as being agreed to by them under the “Proposed Business” section of the Registration Statement, the Statutory Prospectus and Prospectus.

Letter Agreement. The Company shall not take any action or omit to take any action which would cause a breach of the Letter Agreement executed between the Company and each Company Affiliate and will not allow any amendments to, or waivers of, the Letter Agreement without the prior written consent of the Representative, which consent shall not be unreasonably withheld, delayed or denied.

Letter Agreement. The Company has entered into a letter agreement, dated the date hereof (the “Letter Agreement”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.1, to the Registration Statement.