North Miltxx Xxxld Sample Clauses

North Miltxx Xxxld. The Parties acknowledge that under the terms of that certain letter agreement by and between Enron Natural Gas Marketing & Storage Company, a wholly owned subsidiary of Enron ("NGMS"), and EOG dated as of January 9, 1989 (the "Bammxx Xxxeement"), NGMS has the right to acquire, on the terms and conditions set forth therein, EOG's interests (the "North Miltxx Xxxerests") in the North Miltxx Xxxld located in Harrxx Xxxnty, Texas if EOG desires to sell the North Miltxx Xxxerests or any part thereof or if EOG should cease to be a majority owned subsidiary of Enron (a "Change of Control"). Enron agrees that even if the execution of this Agreement or the consummation of the transactions contemplated hereby constitute a Change of Control, Enron shall not have the right to exercise its right to acquire the North Miltxx Xxxerests; provided, however, if EOG or any of its Subsidiaries directly or indirectly transfers or otherwise disposes of any interest in the North Miltxx Xxxerests to any third party not affiliated with EOG, or if following the Closing any Person acquires more than 50% of the voting stock of EOG, then Enron shall have the right to exercise its right to acquire the North Miltxx Xxxerests (or in the case EOG or any of its Subsidiaries directly or indirectly transfers or otherwise disposes only a portion of their interest in the North Miltxx Xxxerests, such portion of the North Miltxx Xxxerests so transferred or otherwise disposed of) in accordance with the provisions of the Bammxx Xxxeement. Furthermore, neither EOG nor any of its Subsidiaries may directly or indirectly transfer or otherwise dispose of all or a portion of the North Miltxx Xxxerests unless the transferee thereof agrees to be bound by the provisions of this Section and the Bammxx Xxxeement; provided that no such transfer shall relieve EOG of its obligations hereunder or under the Bammxx Xxxeement.
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Related to North Miltxx Xxxld

  • Xxxxxx, Esq Anyone to whom a notice may be given under this Agreement may designate a new address by notice to that effect given to the other party in accordance with this subsection (b). Each such notice shall be deemed given upon the receipt thereof when delivered in person and on the second business day after the mailing when sent by mail as aforesaid. (c) You understand that, upon exercise of this Option, you may recognize income for tax purposes in an amount equal to the excess of the then fair market value of the Shares purchased over the Option Price for such Shares. Your employer may withhold tax from your current compensation with respect to such income or any other income which it deems you to have received in connection therewith; to the extent that your then current compensation is insufficient to satisfy the withholding tax liability, you will be required to make a cash payment to cover such liability as a condition of exercise of this Option. (d) If this Option shall be mutilated, lost, stolen or destroyed, the Company shall issue in exchange and substitution for and upon cancellation of the mutilated Option, or in lieu of and in substitution for the Option lost, stolen or destroyed, a new Option of like tenor and denomination, but only upon receipt of evidence satisfactory to the Company of such loss, theft or destruction of such Option and such indemnity and, if requested by the Company, such bond, as shall in each case be satisfactory to the Company. You must also comply with such other reasonable requirements and pay such other reasonable charges as the Company may prescribe in connection with such issuance. (e) This Option shall be governed and construed in accordance with the substantive laws of the State of New York applicable to contracts executed, delivered and to be fully performed in the State of New York, without giving effect to contrary provisions regarding conflict of laws. (f) This Agreement shall inure to the benefit of and shall be binding upon your heirs, executors, administrators and legal representatives, and shall inure to the benefit of and be binding upon the Company and its successors and assigns. You may not assign, transfer, pledge, encumber, hypothecate or otherwise dispose of this Agreement, or any of your rights hereunder except if and to the extent expressly permitted by Section 8 of this Agreement, and any such attempted prohibited delegation or disposition shall be null and void and without effect. (g) This Agreement constitutes the complete understanding between the parties with respect to the subject matter hereof, and no statement, representation, warranty or covenant has been made by either party with respect thereto except as expressly set forth herein. This Agreement shall not be altered, modified, amended or terminated except by written instrument signed by each of the parties hereto. (h) This Agreement may be executed in any number of counterparts, each of which shall be deemed an original but all of which shall constitute one and the same instrument. (i) The section headings contained herein are for the purposes of convenience only, are not intended to define or limit the contents of said sections and are not part of this Agreement. (j) By signing below, you hereby accept this Option subject to all of the terms and provisions hereof and acknowledge all of the representations, warranties and agreements set forth above. This Option shall not be effective until you have signed this Option and delivered it to the Company.

  • XXX XXXXXXX Xxx The parties hereto acknowledge that in accordance with Section 326 of the USA PATRIOT Act, the Trustee, like all financial institutions and in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Trustee. The parties to this Indenture agree that they will provide the Trustee with such information as it may request in order for the Trustee to satisfy the requirements of the USA PATRIOT Act.

  • Xxxxxx Xxxxxx Xxxx Xx Day, 3rd Monday in January;

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  • Xxxxx, Esq Sher & Xxxxxxxxx LLP; 0000 X Xxxxxx, XX.; Xxxxx 000; Xxxxxxxxxx, XX 00000.

  • Xxxx, Xx Xxxxxxxxxx, XX 00000 Attention: Xxxxx X. Xxxxxxxxxx, CEO Email: Xx.Xxxxxxxxxx@xxx.xxx ​ with a copy to : ​ Stock Yards Bancorp, Inc.

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  • Xxxx-Xxxxx-Xxxxxx Act The waiting period (and any extension thereof) applicable to the consummation of the transactions contemplated hereby under the HSR Act shall have expired or been terminated.

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