MEDIQ INCORPORATED Sample Clauses

MEDIQ INCORPORATED. By: /s/ Xxxxxx X. Xxxxxxx ---------------------------------
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MEDIQ INCORPORATED. By: /s/ Xxxxxx X. Xxxxxxx ------------------------------ Xxxxxx X. Xxxxxxx, President
MEDIQ INCORPORATED. By: /s/ Xxxxxxx X. Xxxxxxx --------------------------- Name: Xxxxxxx X. Xxxxxxx Title: Senior Vice President MEDIQ MOBILE X-RAY SERVICES, INC. By: /s/ Xxxxxxx X. Xxxxxxx --------------------------- Name: Xxxxxxx X. Xxxxxxx Title: Chief Financial Officer SYMPHONY DIAGNOSTIC SERVICES NO.1, INC. By: /s/ Xxxxxx Xxxxxx --------------------------- Name: Xxxxxx Xxxxxx Title:
MEDIQ INCORPORATED. By: __________________________________ Title: In the presence of : STATE OF NEW JERSEY : ss COUNTY OF ________________ : On , 1998 before me personally came _____________, known to me to be the individual described herein, and who executed the foregoing RELEASE, and duly acknowledged to me that he executed the same and that such execution was his free act and deed. ______________________________________ Notary Public
MEDIQ INCORPORATED. By: /s/ Xxxxxxx Xxxxxxx ------------------------------ MEDIQ INVESTMENT SERVICES, INC. By: /s/ Xxxxxxx Xxxxxxx ------------------------------ NUTRAMAX PRODUCTS, INC. By: /s/ Xxxxxx X. Xxxxxx ------------------------------ PROMISSORY NOTE $20,294,118.00 _____________, 1996 FOR VALUE RECEIVED, NutraMax Products, Inc., a Delaware corporation with its principal place of business at 0 Xxxxxxxxx Xxxxx, Gloucester, MA 01930 ("Company"), hereby promises to pay to the order of MEDIQ Investment Services, Inc. ("Seller"), a Delaware corporation with its principal place of business c/o MEDIQ Incorporated ("MEDIQ"), Xxx XXXXX Xxxxx, Xxxxxxxxxx, XX 00000-0000, the principal amount of TWENTY MILLION TWO HUNDRED NINETY-FOUR THOUSAND ONE HUNDRED EIGHTEEN DOLLARS ($20,294,118.00) in installments as Escrowed Shares (as defined in that certain Stock Purchase Agreement among MEDIQ, Seller and Company, dated as of September 18, 1996 (the "Purchase Agreement")) are released from escrow under the Indenture and the Escrow Agreement (as such terms are defined in the Purchase Agreement) in accordance with Section 1.3 of the Purchase Agreement, together with interest at the annual rate of 7 1/2%, payable quarterly in arrears; provided, however, that (i) if this Note is still outstanding eighteen (18) months after the Closing Date (as such date is defined in the Purchase Agreement), the annual interest rate of this Note shall be reduced to 5%; (ii) if this Note is still outstanding thirty (30) months after the Closing Date, the annual interest rate on this Note shall be reduced to 4%; (iii) if this Note is still outstanding forty-two (42) months after the Closing Date, the annual interest rate on this Note shall be reduced to 3%; and (iv) if this Note is still outstanding fifty-four (54) months after the Closing Date, interest shall no longer accrue under this Note. Notwithstanding the foregoing, the outstanding principal amount of this Note is subject to reduction in accordance with the terms of the Purchase Agreement and is subject in all respects thereto. Payments of principal and interest shall be made in lawful money of the United States of America by wire transfer of immediately available funds to Seller at Xxx XXXXX Xxxxx, Xxxxxxxxxx, Xxx Xxxxxx 00000-0000 or at such other place as Seller shall designate to Company in writing. This Note is entitled to be benefits of, and is secured by that certain Letter of Credit issued by ___________________________ (the "Letter of Credit"). ...
MEDIQ INCORPORATED. By -------------------------------- Name: Title: Attest: ---------------------------------- Name: Title: DATED: Countersigned: UNITED STATES TRUST COMPANY OF NEW YORK, as Warrant Agent, By ------------------------------- Authorized Signatory FORM OF ELECTION TO PURCHASE WARRANT SHARES (to be executed only upon exercise of Warrants) MEDIQ INCORPORATED The undersigned hereby irrevocably elects to exercise __________________ Warrants to acquire shares of Common Stock, par value $.01 per share, of MEDIQ Incorporated, at an exercise price per share of Common Stock of $.01, and otherwise on the terms and conditions specified in the within Warrant Certificate and the Warrant Agreement therein referred to, surrenders this Warrant Certificate and all right, title and interest therein to MEDIQ Incorporated and directs that the shares of Common Stock deliverable upon the exercise of such Warrants be registered or placed in the name and at the address specified below and delivered thereto. Date: __________________, __ ________________________________(3) (Signature of Owner) ___________________________________ (Xxxxxx Xxxxxxx) ___________________________________ (City) (State) (Zip Code) Signature Guaranteed by: ___________________________________
MEDIQ INCORPORATED. The Mental Health Management Promissory Note in the original amount of $11,500,000. 2. The Non-negotiable Subordinated Note from Medifac, Inc. dated June 27, 1995 in the original amount of $1,500,000. 3. Note A from Granary Partners, L.P. dated June 27, 1996 in the original amount of $2,500,000.
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Related to MEDIQ INCORPORATED

  • Plan Incorporated Employee acknowledges receipt of a copy of the Plan, and agrees that this award of Restricted Shares shall be subject to all of the terms and conditions set forth in the Plan, including future amendments thereto, if any, pursuant to the terms thereof, which Plan is incorporated herein by reference as a part of this Agreement.

  • Recitals Incorporated The Recitals set forth at the beginning of this Site Lease are hereby incorporated into its terms and provisions by this reference.

  • Exhibits Incorporated All Exhibits attached are hereby incorporated into this Agreement.

  • Schedules Incorporated The Schedules annexed hereto are hereby incorporated herein as a part of this Agreement with the same effect as if set forth in the body hereof.

  • PARTS INCORPORATED 1.03.1 The above-described sections and exhibits are incorporated into this Agreement.

  • BIDS/PROPOSALS INCORPORATED In addition to the whole Agreement, the following documents listed in order of priority are incorporated into the Agreement by reference: Bid/Proposal Specifications and Contractor’s Response to the Bid/Proposal.

  • Due Incorporation The Company and each of its subsidiaries is a corporation duly organized, validly existing and in good standing under the laws of the respective jurisdictions of their incorporation and have the requisite corporate power to own their properties and to carry on their business as now being conducted. The Company and each of its subsidiaries is duly qualified as a foreign corporation to do business and is in good standing in each jurisdiction where the nature of the business conducted or property owned by it makes such qualification necessary, other than those jurisdictions in which the failure to so qualify would not have a material adverse effect on the business, operations or prospects or condition (financial or otherwise) of the Company.

  • Incorporated In such case involving the Holders and such Persons who control Holders, such firm shall be designated in writing by the Majority Holders. In all other cases, such firm shall be designated by the Company. The indemnifying party shall not be liable for any settlement of any proceeding effected without its written consent but, if settled with such consent or if there be a final judgment for the plaintiff, the indemnifying party agrees to indemnify the indemnified party from and against any loss or liability by reason of such settlement or judgment. Notwithstanding the foregoing sentence, if at any time an indemnified party shall have requested an indemnifying party to reimburse the indemnified party for fees and expenses of counsel as contemplated by the second and third sentences of this paragraph, the indemnifying party agrees that it shall be liable for any settlement of any proceeding effected without its written consent if (i) such settlement is entered into more than 30 days after receipt by such indemnifying party of the aforesaid request and (ii) such indemnifying party shall not have reimbursed the indemnified party for such fees and expenses of counsel in accordance with such request prior to the date of such settlement. No indemnifying party shall, without the prior written consent of the indemnified party, effect any settlement of any pending or threatened proceeding in respect of which such indemnified party is or could have been a party and indemnity could have been sought hereunder by such indemnified party, unless such settlement includes an unconditional release of such indemnified party from all liability on claims that are the subject matter of such proceeding.

  • Accuracy of Incorporated Documents The Incorporated Documents, when they were filed with the Commission, conformed in all material respects to the requirements of the Exchange Act and the rules thereunder, and none of the Incorporated Documents, when they were filed with the Commission, contained any untrue statement of a material fact or omitted to state a material fact necessary to make the statements therein, in light of the circumstances under which they were made not misleading; and any further documents so filed and incorporated by reference in the Registration Statement, the Base Prospectus, the Prospectus Supplement or the Prospectus, when such documents are filed with the Commission, will conform in all material respects to the requirements of the Exchange Act and the rules thereunder, as applicable, and will not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading.

  • State of Incorporation; Name; No Changes Seller’s state of incorporation is the State of Nevada. Seller’s exact legal name is as set forth in the first paragraph of this Agreement. Seller has not changed its name whether by amendment of its Articles of Incorporation, by reorganization or otherwise, and has not changed its state of incorporation within the four months preceding the Closing Date.

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