PRINCIPAL TERMS AND CONDITIONS. “Principal Terms”)
PRINCIPAL TERMS AND CONDITIONS. (“ Principal Terms” )
PRINCIPAL TERMS AND CONDITIONS. The Vendor agrees to lease a portion of the office space within the Building pursuant to Section 4.6. Following is a summary of the general business terms upon which the Vendor will lease premises within the Building, namely; Tenant: QLT Inc. Landlord: Discovery Parks Holdings Inc. or permitted assignee Building Address: 000 Xxxxx Xxxxxxxx Xxx, Xxxxxxxxx XX Leased Area: Approximately 44,000 square feet of office and laboratory space in a location to be agreed upon. The Tenant will be responsible for all costs associated with the demise of the Leased Area and all work shall be completed to City of Vancouver code requirements. Term: Five (5) years Lease Commencement Date: Closing Date, with rent commencing on the first day of the month following the Closing Date. Renewal Options: Two options of five (5) years each to be exercised 12 months in advance of the expiry to the Term or any Renewal thereof. The renewal rent to be based upon market rent for similar premises and shall not be less than the rent paid by the Tenant during the last year of the Term or any renewal thereof. Form of Lease: Net lease Basic Rental Rate: $32.50 per square foot / annum Additional Rent: Proportionate share plus any additional costs attributed to the laboratory component of the Tenant’s tenancy
PRINCIPAL TERMS AND CONDITIONS. Pursuant to the Property Leasing Framework Agreement, Tong Xxx Xxxx Holdings has agreed to lease and procure other members of the Tong Xxx Xxxx Group to lease certain premises to any members of the Group for the Group's productions and operations, including but not limited to office premises, warehouses and staff quarter.
PRINCIPAL TERMS AND CONDITIONS. The principal terms and conditions for the proposed purchase of 5 million common shares of GDI are as follows: ActiveCore shall sign a share subscription agreement to acquire 5 million common shares of GDI for USD 10,000,000, which may be accomplished over the next 180 days subject to certain financing to be arranged. II LOCK UP: It is hereby expressly agreed that GDI and any of its shareholders, managers or advisors will not engage in a process of seeking an alternative investor, whose investment would be in substitution for the investment provided for in this letter, during the period to end May 31, 2004. III ASSUMED CLOSING DATE: November 11, 2003 - Subscription Agreement May 31, 2004 (outside date for Escrow Release of funds) The investment in GDI shall be subject to due diligence by ActiveCore - already completed. The approval of ActiveCore's board of directors The approval of GDI's board of directors Legal documentation satisfactory to both parties' legal counsel Provision of the most recent two years audited financial statements in accordance with US GAAP and SEC accounting pronouncements for SEC purposes (to facilitate SB-2 approval of significant asset acquisition). Note if the SEC does not approve the SB-2 prior to February 14, 2004, the audited statements for the period to the end of December 31, 2003, will be required. GDI will cause an affidavit to be sworn to the effect that no relationship exists between any member of GDI management, including immediate family, and Ingeneus Research and its parent organization. Election of Brian MacDonald as a director ox XXX, xxxx Xxxxr Hamilton to be an acceptex xx xxx xxxxxxal alternate in case of Brian MacDonald's absence, and xx xxxxxxxxx xx xhat consultation will bre held between Brian MacDonald and the Chairmax xx XXX xxxx xxgard to the appointment of another independent director who may or may not have a seat on the board of directors currently.
PRINCIPAL TERMS AND CONDITIONS. This Summary of Principal Terms and Conditions (this “Term Sheet”) outlines the key terms of the proposed DIP Facilities by and among the Borrower, the Guarantors, the DIP Lenders and the Administrative Agent (in each case, as defined herein).
PRINCIPAL TERMS AND CONDITIONS. The Centre may terminate the Licence with immediate effect if there is non-payment by the Licensee, if there is any breach of this Licence, if the Licensee becomes insolvent or if the Licensor’s lease of the Centre is terminated. If a Licensee fails to pay all or part of their license fee on the due date, any credit and debit card payments held by the Centre on the Licensee’s behalf may be used by the Centre to settle the outstanding amount. If insufficient funds are available and the Licensee fails to resolve the outstanding amount within 14 days, then the Centre reserves the right to terminate the Licensee’s contract without further notice. The Centre also reserves the right to terminate the Licensee agreement without notice, if the Licensee behaves in an inappropriate or unethical manner. The License fee can be amended by the Centre upon giving three month’s written notice. No refunds or discounts will be made for any days when the Licensee is absent, including bank holidays. Please note that a reduced fee is already included for Mondays and Friday slots when more bank holidays tend to occur. Either party to this contract may terminate the agreement by giving to the other three calendar month’s notice in writing. The standing order must be maintained for the next three monthly payments. On termination of this agreement (however that shall have occurred), all remaining fees payable by the licensee to the Centre under the terms of this agreement will be paid in full, just as those charges would have been paid if the agreement had remained in effect. In signing this agreement, I also agree to abide by the Centre’s ‘conditions of license’ which I have been given alongside this document and any updates that may be given to me from time to time, as well as the ‘guidelines for therapists’. This agreement supersedes any prior agreement for the license specified above between the Centre and the Licensee whether written or verbal, and any such prior arrangements are cancelled with immediate effect, but without prejudice to any rights which have already accrued to either party. Rooms allocated for use by the Licensee are for temporary, non-exclusive use and do not constitute any form of tenancy of such rooms. Signed, for and on behalf of Light Centre Monument Ltd: …………………………………………………….. Date: ……………………… Xxxx Xxxxxxxx, CEO Signed, for and on behalf of the Licensee: …………………………………………………….. Date: ……………………… The Licence fee is for use of a treatment room and its supplied...
PRINCIPAL TERMS AND CONDITIONS. We propose that the principal terms of the Merger would include, without limitation, the following:
a. Merger Consideration. DDN currently has outstanding 2,314,597 shares of common stock, no par value per share ("DDN Common Stock"), warrants to purchase 1,840,000 shares of DDN Common Stock and options to purchase 675,000 shares of DDN Common Stock. ISN currently has outstanding approximately 5,000,000 shares of common stock, $.001 par value per share ("ISN Common Stock"). ISN and DDN shall enter into an agreement and plan of reorganization (the "Merger Agreement"). The Merger Agreement shall provide that shares of DDN Common Stock shall be issued to the shareholders of ISN in exchange for each share of ISN Common Stock (the aggregate number of shares of DDN Common Stock issued to be referred to as the "Merger Consideration"), such that following the Merger the outstanding common stock of the Surviving Corporation shall be held approximately 24% by the shareholders of DDN and approximately 76% by the shareholders of ISN (on a fully-diluted basis, excluding the DDN warrants).
PRINCIPAL TERMS AND CONDITIONS. Confidentiality obligation The Receiving Party undertakes to ensure that the Receiving Party and its Representatives: provide for confidentiality, protection and non-disclosure of the Confidential Information and, where applicable, the trade secret mode in compliance with the requirements of the law of the Russian Federation, the Agreement and the procedures provided for by internal documents of the Receiving Party and (or) the Representatives to ensure protection and security of in-house confidential information or trade secrets, where appropriate; refrain from publicly disclosing, commenting on or transferring the Confidential Information to any third parties without the prior written consent from the authorized representatives of the Disclosing Party, except in cases permitted by this Agreement. Without prejudice to the provisions of clause 2.1 (a) of the Agreement and in compliance with applicable legal regulations, including in the field of protection of Inside Information, the Receiving Party may provide the Confidential Information to the parties stated below in the following cases: to its Representatives (a list of which shall be maintained and periodically updated by the Receiving Party and made available to the Disclosing Party upon its reasonable request), provided that each of the Representatives, to whom the Confidential Information is transferred, assumes obligations towards the Receiving Party to keep the provided Confidential Information in secrecy on exactly the same terms and conditions as those stipulated in this Agreement for the Receiving Party, and (if an access to the Inside Information is granted, including in the form of transfer) will be included in the list of insiders; to competent public authorities upon their reasonable requests; to securities market regulators and exchanges provided that the relevant Confidential Information is required to be transferred to them under the applicable legislation, rules of the regulators and exchanges or under their reasoned request; to other third parties, apart from those specified above in subclauses (i)–(iii) of clause 2.1. (b) hereof, but only with the prior written permission of the Disclosing Party, which may be provided, among other things, via e-mail. The Receiving Party shall be liable to the Disclosing Party for any actions and (or) omission, violation, non-performance or improper performance by the Receiving Party, its Representatives or by any third parties, who received the Confid...
PRINCIPAL TERMS AND CONDITIONS. MIB’s obligation to investigate claims and determine amount of award
