Reasons For Agreements Sample Clauses

Reasons For Agreements. The Purchaser is making a substantial investment pursuant to this Agreement in reliance upon the fact that the knowledge and expertise developed by the Sellers in their management of the business and affairs of the Subject Company will be preserved and will not be used in competition with the Purchaser, the Subject Company or its Affiliates. It is necessary for the protection of the Purchaser, the Subject Company and its Affiliates that the Sellers provide the agreements and assurances set forth in this Article III and the Sellers do so in consideration of the additional payment by the Purchaser to each of the Sellers of Twenty-Five Thousand Dollars ($25,000) (the "Covenant Payments").
Sample 1Sample 2
AutoNDA by SimpleDocs
Reasons For Agreements. The Purchasers are making a substantial investment pursuant to this Agreement in reliance upon the fact that the knowledge and expertise developed by the Shareholders in their management of the business and affairs of the Subject Companies will be
Sample 1
Reasons For Agreements. 17 3.2 The Sellers' Agreements. ..................................................................17 3.3
Sample 1
Reasons For Agreements. The Purchaser is making a substantial investment pursuant to this Agreement in reliance upon the fact that the knowledge and expertise developed by the Shareholders in their management of the business and affairs of the Seller will be preserved and will not be used in competition with the Purchaser. It is necessary for the protection of the Purchaser and its Affiliates that the Shareholders provide the agreements and assurances set forth in this Article III and the Shareholders do so in consideration of the additional payment by the Purchaser to each of the Shareholders of Twenty-Five Thousand Dollars ($25,000) (the "Covenant Payments").
Sample 1
Reasons For Agreements. The Purchaser is making a substantial investment pursuant to this Agreement in reliance upon the fact that the knowledge and expertise developed by the Sellers in their management of the business and affairs of the Subject Companies will be preserved and will not be used in competition with the Purchaser, the Subject Companies or their Affiliates. It is necessary for the protection of the Purchaser, the Subject Companies and their Affiliates that the Sellers provide the agreements and assurances set forth in this Article III and the Sellers do so in consideration of the additional payment by the Purchaser to each of the Sellers of Fifty Thousand Dollars ($50,000) (the "Covenant Payment").
Sample 1

Related to Reasons For Agreements

  • Adverse Agreements Company is not, and will not be as of the Closing Date, a party to any agreement or instrument or subject to any charter or other corporate restriction or any judgment, order, writ, injunction, decree, rule or regulation that materially and adversely affects the condition (financial or otherwise), operations, assets, liabilities, business or prospects of Company, the Business or the Assets.

  • Adverse Agreements, Etc No Loan Party or any of its Subsidiaries is a party to any Contractual Obligation or subject to any restriction or limitation in any Governing Document or any judgment, order, regulation, ruling or other requirement of a court or other Governmental Authority, which (either individually or in the aggregate) has, or in the future could reasonably be expected (either individually or in the aggregate) to have, a Material Adverse Effect.

  • Relationship to Other Agreements Subject to the limitations set forth below, in the event of any actual or alleged conflict between the provisions of this Award Agreement and (i) any other agreement regarding your employment with the Employer (“Employment Agreement”), or (ii) any prior agreement or certificate governing any award of a direct or indirect equity interest in the Company (the documents described in clauses (i) and (ii) hereof being collectively referred to as the “Other Agreements”), the provisions of this Award Agreement shall control and, to the extent of any conflict, be deemed to amend such Other Agreements. Notwithstanding the foregoing, in the event that the Notice Period referred to in Paragraph 5 or the Nondisclosure Period or Covenant Period referred to in Paragraph 6 of this Award Agreement is shorter in duration than that provided in an Employment Agreement, the Notice Period, Nondisclosure Period or Covenant Period (as applicable) set forth in the Employment Agreement shall apply.

  • 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.

  • Supersedes Other Agreements This Agreement supersedes all prior investment advisory, management, and/or administration agreements in effect between the Fund and the Adviser.

  • 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”.

  • Certain Agreements of the Company The Company agrees with the several Underwriters that:

  • Other Agreements Providing for Exchange of Information The rights and obligations granted under this Article IV are subject to any specific limitations, qualifications or additional provisions on the sharing, exchange or confidential treatment of information set forth in any Ancillary Agreement.

  • Contracts and Agreements The agreements and documents described in the Registration Statement and the Prospectus conform in all material respects to the descriptions thereof contained therein and there are no agreements or other documents required by the Securities Act to be described in the Registration Statement and the Prospectus or to be filed with the Commission as exhibits to the Registration Statement, that have not been so described or filed. Each agreement or other instrument (however characterized or described) to which the Company is a party or by which it is or may be bound or affected and (i) that is referred to in the Registration Statement and the Prospectus, or (ii) is material to the Company’s business, has been duly authorized and validly executed by the Company, is in full force and effect in all material respects and is enforceable against the Company and, to the Company’s knowledge, the other parties thereto, in accordance with its terms, except (x) as such enforceability may be limited by bankruptcy, insolvency, reorganization or similar laws affecting creditors’ rights generally, (y) as enforceability of any indemnification or contribution provision may be limited under the federal and state securities laws, and (z) 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. None of such agreements or instruments has been assigned by the Company, and neither the Company nor, to the Company’s knowledge, any other party is in default thereunder and, to the Company’s knowledge, no event has occurred that, with the lapse of time or the giving of notice, or both, would constitute a default thereunder. To the best of the Company’s knowledge, performance by the Company of the material provisions of such agreements or instruments will not result in a violation of any existing applicable law, rule, regulation, judgment, order or decree of any governmental agency or court, domestic or foreign, having jurisdiction over the Company or any of its assets or businesses (each, a “Governmental Entity”), including, without limitation, those relating to environmental laws and regulations.

  • Authorization of Agreements The execution and delivery of this Amendment and the performance of the Amended Agreement have been duly authorized by all necessary corporate action on the part of Company.

Time is Money Join Law Insider Premium to draft better contracts faster.