MDU Agreements Sample Clauses

MDU Agreements. If requested by Buyer within 120 days after the -------------- execution of this Agreement or within 90 days after Seller notifies Buyer in writing that Seller has begun to provide service to an MDU (as defined below) pursuant to an oral agreement between the date of execution of this Agreement and the Closing Date, Seller will use its reasonable efforts to obtain prior to Closing a fully executed written agreement in a form reasonably satisfactory to Buyer authorizing Buyer to provide service to any multiple dwelling complex or trailer park ("MDU") with more than 250 units if Seller provides service to such MDU on the date of this Agreement, or begins to provide service to such MDU between the date of this Agreement and the Closing, pursuant to an oral agreement.
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MDU Agreements. MDU Agreements" shall mean the fully executed agreements required by Section 6.10 hereof.
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MDU Agreements. A list of all multiple dwelling unit projects that are subject to common ownership which currently receive cable television service from the Business, including the rates and terms of the agreements under which services are provided, is provided on SCHEDULE 7.6, has been delivered to Buyer and all such agreements are transferable to Buyer without consent of any other party, except for Required Consents set forth on SCHEDULE 1.30.
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MDU Agreements. Seller represents and warrants that agreements have been granted to Seller from all MDU property owners serviced by Seller, and that they have provided access to all such agreements to Buyer which are listed on Schedule 11.
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MDU Agreements. Company represents and warrants that agreements have been granted to Company from all MDU property owners serviced by the Company, and that it has provided access to all such agreements which are listed on Schedule 11 to Buyer.
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MDU Agreements. A list of all MDU Agreements currently in effect is set forth in Exhibit A. Except as set forth in Schedule 5.8, or except as would not have a Material Adverse Effect, (i) each MDU Agreement is valid and binding upon Seller and in full force and effect, and (ii) neither Seller nor, to the knowledge of Seller, any other party to an MDU Agreement is in material breach thereof or default thereunder and there does not exist, to Seller’s knowledge, any event, occurrence, condition, or act that, with the giving of notice, the lapse of time, or the happening of any further event or condition, would become a material breach or default under an MDU Agreement. Except as set forth in Schedule 5.8, as of the date hereof, Seller has not received any verbal or written notice a material breach of or default under an Acquired Contract by Seller or of the intention of any party to terminate any Acquired Contract.
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MDU Agreements. Companies represent and warrant that no written permanent easement agreements have been granted to Companies from any MDU property owners.
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MDU Agreements. A list of MDU Agreements, as of the Effective Date is attached as Seller's Due Diligence Memorandum SECTION 5.8. Except as set forth in Seller's Due Diligence Memorandum SECTION 5.8, or except as would not have a Material Adverse Effect, (i) , each MDU Agreement is valid, binding upon the parties thereto and in full force and effect, and (ii) neither Seller, nor any other party to any MDU Agreement is in breach thereof or default thereunder and there does not exist, any event, occurrence, condition, or act that, with the giving of notice, the lapse of time, or the happening of any further event or condition, would become a breach or default under any MDU Agreement. Except as set forth in Seller's Due Diligence Memorandum SECTION 5.8, as of the date hereof, Seller has not received any written notice of the intention of any party to terminate any Acquired Contract.
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MDU Agreements. If requested by Buyer, Seller will use its commercially reasonable efforts to obtain and deliver to Buyer prior to Closing, for each multiple unit dwelling project that is subject to common ownership which currently receives cable television service from the Business, a fully executed MDU Agreement in substantially the form attached to this Agreement as EXHIBIT D and having a term running at least 5 years after the Closing Date.
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Related to MDU Agreements

  • Retention Agreements The parties agree and acknowledge that the obligations due to each of Xxxx Xxxxxx, Xxx Xxxx, Xxxx Xxxxx, Xxx Xxxxx and Xxxxxx X. Xxxxxxxxxx pursuant to the Retention Agreements shall not be due and payable until such amounts are due under such Retention Agreements and that, notwithstanding the foregoing, such amounts shall be deducted from the Aggregate Merger Consideration at the Closing as Company Transaction Expenses and paid by the Surviving Corporation when due under the Retention Agreements. Parent agrees to cause the Surviving Corporation to transmit any amounts deducted from the Effective Date Aggregate Merger Consideration with respect to the Retention Agreements that, after the Closing, no longer will become due or payable in accordance with the terms of the Retention Agreements as determined in good faith by the Surviving Corporation, plus an amount equal to three and 15/100 percent (3.15%) interest compounding annually on the obligations due pursuant to the Retention Agreements (collectively, the “Unused Retention Amount”) to the Stockholders’ Representative for distribution to the Stockholders.

  • Letter Agreements The Company shall not take any action or omit to take any action which would cause a breach of any of the Letter Agreements executed and will not allow any amendments to, or waivers of, such Letter Agreements without the prior written consent of the Representative.

  • Vesting Agreements LTIP Units may, in the sole discretion of the General Partner, be issued subject to vesting, forfeiture and additional restrictions on transfer pursuant to the terms of a Vesting Agreement. The terms of any Vesting Agreement may be modified by the General Partner from time to time in its sole discretion, subject to any restrictions on amendment imposed by the relevant Vesting Agreement or by the Equity Incentive Plan, if applicable. LTIP Units that have vested under the terms of a Vesting Agreement are referred to as “Vested LTIP Units”; all other LTIP Units shall be treated as “Unvested LTIP Units.”

  • Existing Agreements The Executive represents to the Company that he is not subject or a party to any employment or consulting agreement, non-competition covenant or other agreement, covenant or understanding which might prohibit him from executing this Agreement or limit his ability to fulfill his responsibilities hereunder.

  • License Agreements (a) Each Borrower and Guarantor shall (i) promptly and faithfully observe and perform all of the material terms, covenants, conditions and provisions of the material License Agreements to which it is a party to be observed and performed by it, at the times set forth therein, if any, (ii) not do, permit, suffer or refrain from doing anything that could reasonably be expected to result in a default under or breach of any of the terms of any material License Agreement, (iii) not cancel, surrender, modify, amend, waive or release any material License Agreement in any material respect or any term, provision or right of the licensee thereunder in any material respect, or consent to or permit to occur any of the foregoing; except, that, subject to Section 9.19(b) below, such Borrower or Guarantor may cancel, surrender or release any material License Agreement in the ordinary course of the business of such Borrower or Guarantor; provided, that, such Borrower or Guarantor (as the case may be) shall give Agent not less than thirty (30) days prior written notice of its intention to so cancel, surrender and release any such material License Agreement, (iv) give Agent prompt written notice of any material License Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may request, (v) give Agent prompt written notice of any material breach of any obligation, or any default, by any party under any material License Agreement, and deliver to Agent (promptly upon the receipt thereof by such Borrower or Guarantor in the case of a notice to such Borrower or Guarantor and concurrently with the sending thereof in the case of a notice from such Borrower or Guarantor) a copy of each notice of default and every other notice and other communication received or delivered by such Borrower or Guarantor in connection with any material License Agreement which relates to the right of such Borrower or Guarantor to continue to use the property subject to such License Agreement, and (vi) furnish to Agent, promptly upon the request of Agent, such information and evidence as Agent may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the material terms, covenants or provisions of any material License Agreement.

  • Acquisition Agreements If the Equipment is subject to any Acquisition Agreement, Lessee, as part of this lease, transfers and assigns to Lessor all of its rights, but none of its obligations (except for Lessee's obligation to pay for the Equipment conditioned upon Lessee's acceptance in accordance with Paragraph 6), in and to the Acquisition Agreement, including but not limited to the right to take title to the Equipment. Lessee shall indemnify and hold Lessor harmless in accordance with Paragraph 19 from any liability resulting from any Acquisition Agreement as well as liabilities resulting from any Acquisition Agreement Lessor is required to enter into on behalf of Lessee or with Lessee for purposes of this lease.

  • Certain Agreements Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”.

  • Legal Agreements This Agreement constitutes and, upon due execution by the Borrower, the other Loan Documents will constitute the legal, valid and binding obligations of the Borrower, enforceable against the Borrower in accordance with their respective terms.

  • Parties to Lock-Up Agreements The Company has furnished to the Underwriters a letter agreement in the form attached hereto as Exhibit A (the “Lock-up Agreement”) from each of the persons listed on Exhibit B. Such Exhibit B lists under an appropriate caption the directors and executive officers of the Company. If any additional persons shall become directors or executive officers of the Company prior to the end of the Company Lock-up Period (as defined below), the Company shall cause each such person, prior to or contemporaneously with their appointment or election as a director or executive officer of the Company, to execute and deliver to the Representatives a Lock-up Agreement.

  • General Agreements The parties agree that:

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