Sales by Existing Affiliates Sample Clauses

Sales by Existing Affiliates. MTC will use its best efforts to propose that Existing Affiliates modify their respective agreements with MTC to provide that, with respect to sales of MTC Services by each Existing Affiliate within the Territory who agrees to use the Affiliate Support Services provided by the Corporation, the Corporation will receive from the commissions currently paid to such Existing Affiliate during the term of this Agreement a commission equal to (a) [ * ] percent ([ * ]%) of such Sales Revenue up to the level of Sales Revenue of such Existing Affiliate as of the date such Existing Affiliate agreed to use the support services provided by the Corporation (the "Existing Sales"), (b) [ * ] percent ([ * ]%) of the Sales Revenue by such Existing Affiliate in excess of the Existing Sales, and (c) [ * ] percent ([ * ]%) of the Sales Revenue of any Sub-Affiliate appointed by the Existing Affiliate following the effective date of such agreement. The Corporation will earn no commission with respect to the Sales Revenue of an Existing Affiliate unless such Existing Affiliate enters into a written modification of its existing agreements with MTC pursuant to which such Existing Affiliate agrees to (y) use the Affiliate Support Services provided by the Corporation, and (z) modify its commission schedule with MTC.
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Related to Sales by Existing Affiliates

  • Reliance by Parent and Merger Sub Such Stockholder understands and acknowledges that Parent and Merger Sub are entering into the Merger Agreement in reliance upon such Stockholder’s execution and delivery of this Agreement.

  • Representations and Warranties by the Company and the Operating Partnership Each of the Company and the Operating Partnership, jointly and severally, represents and warrants to each Underwriter as of the date hereof, the Applicable Time, the Closing Time (as defined below) and any Date of Delivery (as defined below), and agrees with each Underwriter, as follows:

  • REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUBSIDIARY Parent and Merger Subsidiary represent and warrant to the Company as follows:

  • REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUBS Except as set forth in the Parent Disclosure Letter, Parent and each Merger Sub represent and warrant to the Company:

  • Representations and Warranties of the Company and the Operating Partnership The Company and the Operating Partnership, jointly and severally, represent and warrant to, and covenant with, each Underwriter as follows:

  • REPRESENTATIONS AND WARRANTIES OF PARENT AND MERGER SUB Parent and Merger Sub represent and warrant to the Company as follows:

  • Covenants of Parent and Merger Sub Parent and Merger Sub covenant and agree with Company as follows:

  • REPRESENTATIONS AND WARRANTIES OF ACQUIROR AND MERGER SUB Acquiror and Merger Sub represent and warrant to the Company as follows:

  • Representations and Warranties by the Fund and the Adviser The Fund and the Adviser, jointly and severally, represent and warrant to each Underwriter as of the date hereof, as of the Applicable Time, as of the Closing Date referred to in Section 2(c) hereof, and as of each Option Closing Date (if any) referred to in Section 2(b) hereof, and agree with each Underwriter, as follows:

  • INDEMNIFICATION BY THE COMPANY AND THE OPERATING PARTNERSHIP The Company and the Operating Partnership shall indemnify and hold harmless the Advisor and its Affiliates, including their respective officers, directors, equity holders, partners and employees (the “Indemnitees,” and each an “Indemnitee”), from all liability, claims, damages or losses arising in the performance of their duties hereunder, and related expenses, including reasonable attorneys’ fees, to the extent such liability, claims, damages or losses and related expenses are not fully reimbursed by insurance, and to the extent that such indemnification would not be inconsistent with the laws of the State of Maryland, the Articles of Incorporation or the provisions of Section II.G of the NASAA REIT Guidelines. Any indemnification of the Advisor may be made only out of the net assets of the Company and not from Stockholders. Notwithstanding the foregoing, the Company and the Operating Partnership shall not provide for indemnification of an Indemnitee for any loss or liability suffered by such Indemnitee, nor shall they provide that an Indemnitee be held harmless for any loss or liability suffered by the Company and the Operating Partnership, unless all of the following conditions are met:

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