RECITALS OF THE PARTIES. The parties recite that:
a) MATC Celular, Grupo Iusacell and Lessee have previously entered into a Master Lease Agreement, dated as of February 23, 2001 (the "ORIGINAL MASTER LEASE AGREEMENT"), relating to the lease of space by Lessee at certain Sites described herein, which Original Master Lease Agreement was amended and restated as of May 16, 2002 (the "AMENDED AND RESTATED MASTER LEASE AGREEMENT").
b) MATC Celular and certain Affiliates of Lessee have entered into that certain Purchase and Sale Agreement dated as of February 23, 2001 (the "2001 PURCHASE AGREEMENT") and MATC Digital and certain Affiliates of Lessee have entered into that certain Purchase and Sale Agreement dated as of the date hereof (the "2003 PURCHASE AGREEMENT"; and collectively with the 2001 Purchase Agreement, the "PURCHASE AGREEMENTS"), pursuant to which Lessee agreed to sell, convey, assign, transfer and deliver to MATC, and MATC agreed to purchase and acquire from Lessee, all of the right, title and interest of Lessee in and to the Sites described therein, and the execution and delivery of this Master Lease is a condition to MATC Digital's obligation under the 2003 Purchase Agreement to purchase the Sites.
c) Lessee wishes to lease from MATC space for operating its communications equipment: (i) with respect to all Sites purchased pursuant to the 2001 Purchase Agreement (the "2001 PURCHASED SITES"), non-exclusive use of space on the applicable tower within a twenty (20) foot expanse comprised of the ten (10) feet above and the ten (10) feet below the height of the center of radiation of Lessee's Improvements and Equipment located on the applicable tower structure (unless such space is otherwise defined in the applicable Site Lease) and non-exclusive use of certain rights of way granted under Section 1(f) of this Agreement and (ii) with respect to all Sites purchased pursuant to the 2003 Purchase Agreement (the "2003 PURCHASED SITES"; and together with the 2001 Purchased Sites, the "SITES"), non-exclusive use of space on the applicable tower within a ten (10) foot contiguous expanse comprised of the five (5) feet above and five (5) feet below the height of the center of radiation of Lessee's Improvements and Equipment located on the applicable tower structure and non-exclusive use of certain rights of way granted under Section 1(f) of this Agreement (the spaces described in subsections (i) and (ii), as applicable, are referred to herein as the "PREMISES"), all at locations more par...
RECITALS OF THE PARTIES. The Trust is registered as an open-end, diversified management investment company under the Investment Company Act of 1940 (the "1940 Act") and has registered the shares of beneficial interest of Mentor Growth Portfolio, a series of shares of beneficial interest of the Trust (the "Portfolio"), for sale to the public under the Securities Act of 1933 and various state securities laws; and
RECITALS OF THE PARTIES. Dauphin is in the business of xxxxxxxxx, developing, manufacturing and marketing leading technology equipment including, but not limited to, mobile computers and industrial computers products.
RECITALS OF THE PARTIES. The respective Boards of Directors of eSat and InterWireless, as well as the Owners, have approved the purchase and sale of the outstanding common stock of InterWireless as provided herein (the "Purchase").
RECITALS OF THE PARTIES. New BV owns all of the issued and outstanding shares (the “KCH BV Shares”) of common stock of OMG Kokkola Chemicals Holding BV, a company organized under the laws of The Netherlands (“KCH BV”); (ii) HCH BV owns all of the issued and outstanding shares (the “HNO Shares” and, together with the KCH BV Shares, the “Subject Shares”) of common stock of OMG Harjavalta Nickel Oy, a company organized under the laws of Finland (“HNO,” and together with KCH BV, the “Companies”); and (iii) OMG Finland owns 68,966 of the issued and outstanding shares (the “Talvivaara Shares”) of common stock, par value €0.01 per share, and a debt interest convertible into an additional 104,945 shares (the “Additional Talvivaara Interest”, together with the Talvivaara Shares, the “Talvivaara Investment”) of Talvivaaran Kaivososakeyhtiö, a company organized under the laws of Finland (“Talvivaara”);
RECITALS OF THE PARTIES. The respective Boards of Directors of eSat, PNAC and PacificNet have approved the merger (the "Merger") of PacificNet with and into PNAC in accordance with the laws of the States of Nevada and California and the provisions of this Agreement.
RECITALS OF THE PARTIES. The respective Boards of Directors of Prologic, SRI and Solid have approved the merger (the "Merger") of Solid with and into SRI in accordance with the laws of the State of Texas and the provisions of this Agreement.
RECITALS OF THE PARTIES. The parties recite that: a) MATC Celular and Lessee have previously entered into a Master Lease Agreement, dated as of December 29, 1999 (the "ORIGINAL MASTER LEASE AGREEMENT"), relating to the lease of space by Lessee at certain MATC Sites.
RECITALS OF THE PARTIES. Seller has been engaged in the business, among other things, of designing, manufacturing, assembling, distributing and selling women’s golf clubs and related products (the “Business”).
RECITALS OF THE PARTIES. (a) MATC Celular and Client have previously entered into a Build-to-Suit and Site Development Agreement, dated as of December 29, 1999 (the "ORIGINAL BUILD-TO-SUIT AGREEMENT"), pursuant to which Client has engaged MATC Celular to identify, construct and/or develop Build-to-Suit Sites and to identify space on MATC Existing Sites and Third Party Existing Sites.
(b) The parties desire to amend and restate the Original Build-to-Suit Agreement as provided herein.
(c) Contemporaneously with the execution and delivery of this Agreement, MATC Celular and Client have entered into that certain Amended and Restated Master Lease Agreement (the "MASTER LEASE"), relating to Client's use of Build-to-Suit Sites and MATC Existing Sites. For and in consideration of the mutual promises made herein and other good and valuable consideration, the receipt and sufficiency of which the parties acknowledge, the parties hereto, intending to be legally bound, hereby agree as follows:
