Sears Xxxxxxx Acceptance Corp Sample Clauses

Sears Xxxxxxx Acceptance Corp. 6-1/2% Note due June 15, 2000 6-1/2% 6-1/2% Due 2000 Due 2000 Sears Xxxxxxx Acceptance Corp., a corporation organized and existing under the laws of the State of Delaware (hereinafter called the "Company"), for value received, hereby promises to pay to , or registered assigns, the principal sum of Dollars upon presentation and surrender of this Note, on the fifteenth day of June, 2000, at the office or agency of the Company in the Borough of Manhattan in The City of New York or, at the option of the holder hereof, such office or agency, if any, maintained by the Company in the city in which the principal executive offices of the Company are located or the city in which the principal corporate trust office of the Trustee is located, in such coin or currency of the United States of America as at the time of payment is legal tender for public and private debts, and to pay interest on said principal sum at the rate of 6-1/2% per annum, either, at the option of the Company, by check mailed to the address of the person entitled thereto as such address shall appear on the Security Register or at either of such offices or agencies, in like coin or currency, from the June 15 or December 15, as the case may be, next preceding the date hereof to which interest has been paid on the Notes referred to on the reverse hereof (unless the date hereof is the date to which interest has been paid on such Notes, in which case from the date hereof, or unless the date hereof is prior to December 15, 1995, in which case from June 13, 1995), semiannually, commencing on December 15, 1995, on June 15 and December 15, until payment of said principal sum has been made or duly provided for. Notwithstanding the foregoing, if this Note is dated after any June 1 and before the following June 15, or after any December 1 and before the following December 15, then this Note shall bear interest from such following June 15 or December 15, provided, however, that if the Company shall default in the payment of interest due on such following June 15 or December 15, this Note shall bear interest from the next preceding June 15 or December 15 to which interest has been paid on such Notes, or if no interest has been paid on such Notes, then from June 13, 1995. The interest so payable on any June 15 or December 15 will, subject to certain exceptions provided in the Indenture referred to on the reverse hereof, be paid to the person in whose name this Note is registered at the close of business on the J...
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Sears Xxxxxxx Acceptance Corp. ADMINISTRATIVE PROCEDURE
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Sears Xxxxxxx Acceptance Corp as ABL Borrower, Second Lien Credit Agreement Borrower and Guarantor
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Sears Xxxxxxx Acceptance Corp. By _______________________________ President By ______________________________ Vice President, Finance and Assistant Secretary [Corporate Seal] [FORM OF TRUSTEE'S CERTIFICATE OF AUTHENTICATION] This is one of the Securities of the series designated and referred to in the within-mentioned Indenture. The Chase Manhattan Bank, N.A, as Trustee By __________________________________ Authorized Officer [FORM OF REVERSE SIDE OF NOTE] SEARS XXXXXXX ACCEPTANCE CORP.
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Sears Xxxxxxx Acceptance Corp. ADMINISTRATIVE PROCEDURE Medium-term notes (the "Notes") in the aggregate initial offering price of up to $2,000,000,000 are to be offered from time to time by Sears Xxxxxxx Acceptance Corp. (the "Company") through agents of the Company (together, in such capacity, the "Agents"). Each Agent has agreed to use its reasonable efforts to solicit offers to purchase Notes directly from the Company (an Agent, in relation to a purchase of a particular Note by a purchaser solicited by such Agent, being herein referred to as the "Selling Agent") and may also purchase Notes from the Company as principal (an Agent, in relation to a purchase of a Note by such Agent as principal other than pursuant to a Terms Agreement being herein referred to as the "Purchasing Agent"). The Notes are being sold pursuant to a Distribution Agreement, dated February 23, 1998 (the "Distribution Agreement"), between the Company, Sears, Xxxxxxx and Co. ("Sears") and the Agents, to which this Administrative Procedure is attached as Annex II. The Notes will be issued pursuant to an Indenture, dated as of May 15, 1995 (the "Indenture"), between the Company and The Chase Manhattan Bank, as Trustee (the "Trustee"). Unless otherwise defined herein, terms defined in the Indenture or the Notes shall be used herein as therein defined. In the case of purchases of Notes by any Agent as principal, the relevant terms and settlement details related thereto, including the Time of Delivery referred to in the first paragraph of Section 8, will (unless the Company and such Agent otherwise agree) be set forth in a Terms Agreement entered into between such Agent and the Company and Sears pursuant to the Distribution Agreement. The procedures to be followed during, and the specific terms of, the solicitation of offers by the Agents and the sale as a result thereof by the Company are explained below. The procedures are subject, and are qualified in their entirety by reference, to all of the respective provisions of the Distribution Agreement and the Indenture. The Company will advise each Agent in writing of those persons handling administrative responsibilities ("Designated Persons") with whom such Agent is to communicate regarding offers to purchase Notes and the details of their delivery.
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Sears Xxxxxxx Acceptance Corp. Ladies and Gentlemen: We have acted as special counsel to Sears Xxxxxxx Acceptance Corp., a Delaware corporation (the "Company"), in connection with the preparation, execution and delivery of the 364 Day Credit Agreement dated as of February 24, 2003 (the "Credit Agreement"), among the Company the Lenders parties thereto, Bank One, N.A., as syndication agent, Baclays Bank PLC and Bank of America, N.A., as documentation agents, Xxxxxxx Xxxxx Barney, Inc. and Banc One Capital Markets, Inc., as joint lead arrangers and joint bookrunners, and Citibank, N.A., as Agent for said Lenders and certain other agreements, instruments and documents related to the Credit Agreement. This opinion is being delivered pursuant to Section 3.01(h)(iv) of the Credit Agreement. Terms used herein and defined in the Credit Agreement, but not otherwise defined herein, shall have the same meanings herein as ascribed thereto in the Credit Agreement. In rendering the opinions set forth herein, we have examined such certificates of public officials, certificates of officers of the Company and copies certified to our satisfaction of corporate documents and records of the Company, and have made such other investigations, as we have deemed relevant and necessary as a basis for such opinions. As to questions of fact material to the opinions set forth herein, we have relied, to the extent we have deemed reliance appropriate, without independent investigation, upon said certificates of public officials and of officers of the Company and representations and warranties of the Company in the Transaction Agreements (hereinafter defined). In rendering the opinions set forth herein, we have examined and relied on originals or copies of the following: the Credit Agreement; documents furnished pursuant to Article III of the Credit Agreement, and other documents as we have deemed necessary or appropriate as a basis for the opinions set forth below herein.
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Sears Xxxxxxx Acceptance Corp. 6-1/8% Note due January 15, 2006
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Sears Xxxxxxx Acceptance Corp. Delaware Kmart Corporation Michigan, Puerto Rico and Guam Sears Holdings Corporation Delaware A&E Home Delivery, LLC Delaware A&E Lawn & Garden, LLC Delaware A&E Signature Service, LLC Delaware California Builder Appliances, Inc. Delaware Florida Builder Appliances, Inc. Delaware KLC, Inc. Texas Kmart Holding Corporation Delaware Kmart Management Corporation Michigan Kmart of Michigan, Inc. Michigan Kmart of Washington LLC Washington Kmart Stores of Illinois LLC Illinois Kmart Stores of Texas LLC Texas Xxxxx.xxx LLC Delaware Lands’ End Direct Merchants, Inc. Delaware Lands’ End, Inc. Delaware MyGofer LLC Delaware Private Brands, Ltd. West Virginia Sears Authorized Hometown Stores, LLC Delaware and Puerto Rico Sears Brands Management Corporation Delaware and Puerto Rico Sears Holdings Management Corporation Delaware and Puerto Rico Sears Home Appliance Showrooms, LLC Delaware Sears Home Improvement Products, Inc. Pennsylvania Sears Outlet Stores, L.L.C. Delaware and Puerto Rico Sears Protection Company Illinois Sears Protection Company (Florida), L.L.C. Florida Sears, Xxxxxxx and Co. New York, Puerto Rico and Guam Sears, Xxxxxxx de Puerto Rico, Inc. Delaware and Puerto Rico SOE, Inc. Delaware StarWest, LLC Delaware Schedule 3 LOCATION OF JURISDICTION OF ORGANIZATION Grantor Jurisdiction of Organization Identification Number Sears Xxxxxxx Acceptance Corp. Delaware 0506120 Kmart Corporation Michigan 142467 Sears Holdings Corporation Delaware 3881360 A&E Home Delivery, LLC Delaware 3877029 A&E Lawn & Garden, LLC Delaware 3748766 A&E Signature Service, LLC Delaware 3748765 California Builder Appliances, Inc. Delaware 2862479 Florida Builder Appliances, Inc. Delaware 2143982 KLC, Inc. Texas 1276656 Kmart Holding Corporation Delaware 3648953 Kmart Management Corporation Michigan 47792C Kmart of Michigan, Inc. Michigan 33800A Kmart of Washington LLC Washington 602292492 Kmart Stores of Illinois LLC Illinois 00912026 Kmart Stores of Texas LLC Texas 800200422 Xxxxx.xxx LLC Delaware 3138594 Lands’ End Direct Merchants, Inc. Delaware 2863159 Lands’ End, Inc. Delaware 2099220 MyGofer LLC Delaware 4631467 Private Brands, Ltd. Xxxx Xxxxxxxx 000000 Sears Authorized Hometown Stores, LLC Delaware 4516552 Sears Brands Management Corporation Delaware 0617118 Sears Holdings Management Corporation Delaware 4041132 Sears Home Appliance Showrooms, LLC Delaware 4675850 Sears Home Improvement Products, Inc. Pennsylvania 2204417 Sears Outlet Stores, L.L.C. Delaware 4516559 Sears Pro...
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Sears Xxxxxxx Acceptance Corp. 6-3/4% Note due September 15, 2005 6-3/4% 6-3/4% Due 2005 Due 2005
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Related to Sears Xxxxxxx Acceptance Corp

  • SHOP XXXXXXX The Shop Xxxxxxx shall be a County employee as selected by the Union. A list of shop stewards will be kept current and sent by the Union to each department head and to Human Resources. Duties required by the Union of its stewards, except attendance at meetings with the County, supervisory personnel and aggrieved employees arising out of a grievance already initiated by an employee under Article 14 hereof, shall not interfere with their or other employees, regular work assignments as employees of the County. The shop xxxxxxx, or their designee, involved with a particular grievance must be identified at Step 1 of the grievance procedure and will be designated as the only bargaining unit employee who will be able to gather information pertaining to that particular grievance. The Union will make reasonable efforts to control the amount of investigative time spent between the shop xxxxxxx and the aggrieved employee. Meetings scheduled with management and other proper investigative procedures, and attendance at meetings specified in Steps 1 and 2 of the grievance procedure shall be considered hours worked for compensation purposes to the extent such meetings occur during the normal hours of work, and not otherwise. In order to use union leave for this purpose, Shop Stewards must notify the supervisor/department head of meetings and other commitments at the time these are scheduled. Attendance at meetings specified in Step 3 of the grievance procedure shall be considered hours worked during regularly scheduled business hours of the County for the xxxxxxx involved, witnesses and the grievant. The County shall not be liable for any overtime as a result of the meeting. Witnesses and the shop xxxxxxx involved shall be granted leave with pay to the extent their presence at the proceedings is required. If it is a discharge case the grievant shall not be paid except as provided in a remedy awarded.

  • Working Xxxxxxx An employee who is in charge of a crew not more than five men including himself, engaged in line clearance work. (In the application of Article X, the Company need not consider the application for promotion to this classification from any employee having less than one year of experience in the Climber classification.)

  • xxx/Xxxxxx/XXXXX- 19_School_Manual_FINAL pdf -page 101-102 We will continue to use the guidelines reflected in the COVID-19 school manual.

  • Checkoff A. In conformity with Section 2 of the Act, 39 U.S.C. 1205, without cost to the Union, the Employer shall deduct and remit to the Union the regular and periodic Union dues from the pay of employees who are members of the Union, provided that the Employer has received a written assignment which shall be irrevo- cable for a period of not more than one year, from each employee on whose account such deductions are to be made. The Employer agrees to remit to the Union all deductions to which it is entitled fourteen (14) days after the end of the pay period for which such deductions are made. Deductions shall be in such amounts as are designated to the Employer in writing by the Union. B. The authorization of such deductions shall be in the fol- lowing form: I hereby assign to the National Association of Letter Carriers, AFL- CIO, from any salary or wages earned or to be earned by me as your employee (in my present or any future employment by you) such regular and peri- odic membership dues as the Union may certify as due and owing from me, as may be established from time to time by said Union. I authorize and direct you to deduct such amounts from my pay and to remit same to said Union at such times and in such manner as may be agreed upon between you and the Union at any time while this authori- zation is in effect, which includes a $8.00 yearly subscrip- tion to the Postal Record as part of the membership dues. Notice: Contributions or gifts to the National Association of Letter Carriers, AFL-CIO are not tax deductible as charitable contributions for Federal income tax purposes. However, they may be tax deductible under other provi- sions of the Internal Revenue Code. This assignment, authorization and direction shall be irrevocable for a period of one (1) year from the date of delivery hereof to you, and I agree and direct that this assignment, authorization and direction shall be automatically renewed, and shall be irrevocable for suc- cessive periods of one (1) year, unless written notice is given by me to you and the Union not more than twenty

  • Christmas or New Year's Day Off The Employer agrees to make every reasonable effort to ensure that employees required to work shift shall have at least Christmas Day or the following New Year's Day off.

  • AGREED AND ACCEPTED The Company has advised the Executive of the Executive’s right to review this Release with the Executive’s own attorney. The Executive has had the opportunity to carefully read this Release and understands all its terms. In agreeing to sign this Release, the Executive has not relied on any oral statements or explanations made by the Company or any other Released Party, including their employees or attorneys. The Executive understands and agrees to be bound by this Release. This Release shall be effective as of the date signed by the Executive (“Effective Date”). Dated: , 20 (Effective Date) Signature Name: In further consideration for the payment of severance payments and benefits provided under the Separation Pay Agreement between (i) Xxxxx X. Xxxxx (the “Executive”) and (ii) Xxxxxx Medical Group, Inc. (the “Company”), the Executive, for himself or herself and the Executive’s heirs, executors, administrators, and assigns, hereby unconditionally releases and forever discharges the Company and each of the Company’s stockholders, predecessors, successors, assigns, agents, directors, officers, employees, representatives, attorneys, divisions, subsidiaries, affiliates, and all persons acting by, through, under, or in concert with any of them (collectively, the “Released Party”) from any and all charges, complaints, claims, liabilities, obligations, promises, agreements, controversies, damages, actions, causes of action, suits, rights, demands, costs, losses, debts, and expenses (including attorneys’ fees and costs actually incurred) of any nature whatsoever, known or unknown, suspected or unsuspected arising out of or relating to the Executive’s employment with the Company or termination of such employment, including, but not limited to, claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), as amended from time to time, and other federal, state, or local laws prohibiting discrimination, any claims the Executive may have with regard to the Executive’s hiring, employment, and separation from employment, and any claims growing out of any legal restrictions on the Company’s right to terminate its employees (“Claim(s)”), which the Executive now has, owns or holds, or claims to have owned or held, or which the Executive at any time may have had or claimed to have had against the Company. More specifically, by signing this Release, the Executive agrees to release any actual and potential Claim that the Executive has or may potentially have, either as an individual or standing in the shoes of the government, under any federal, state or local law, administrative regulation or legal principle (except as provided below in this Release) against the Company or any other Released Parties. The following listing of laws and types of Claims is not meant to, and shall not be interpreted to, exclude any particular law or type of Claim, law, regulation or legal principle not listed. The Executive understands that the Executive is releasing all the Executive’s Claims against the Company and all Released Parties including, but not limited to any Claims for expense reimbursement or expenses, relocation assistance Claims for invasion of privacy; breach of written or oral, express or implied, contract; fraud or misrepresentation; Claims for assault, battery, defamation, intentional or negligent infliction of emotional distress, breach of the covenant of good faith and fair dealing, promissory estoppel, negligence, negligent hiring, retention or supervision, retaliation, constructive discharge, violation of whistleblower protection laws, unjust enrichment, violation of public policy, and any Claims under ADEA, 29 U.S.C. § 626, as amended, the Older Workers Benefit Protection Act of 1990 (“OWBPA”), 29 U.S.C. § 626(f), Title VII of the Civil Rights Act of 1964 (“Title VII”), 42 U.S.C. § 2000e, et seq., the Americans with Disabilities Act (“ADA”), as amended by the ADA Amendments Act of 2008 (“ADAAA”), 29 U.S.C. § 12101, et seq., the Employee Retirement Income Security Act of 1974 (“ERISA”), as amended, 29 U.S.C. §§ 1001, et seq., the Equal Pay Act (“EPA”), 29 U.S.C. § 206(d), the Family and Medical Leave Act (“FMLA”), 29 U.S.C. § 2601, et seq., the Genetic Information Nondiscrimination Act of 2008 (“XXXX”), the Minnesota Human Rights Act (“MHRA”), Minn. Stat. § 363A.01, et seq., Minnesota Statutes § 181, et seq., the Minnesota Whistleblower Act, Minn. Stat. § 181.931, et seq., Tennessee Human Rights Act and the Tennessee Disability Act, and any and all other Tennessee statutes, regulations, and ordinances related to fair employment practices or employment more generally, the False Claims Act, 31 U.S.C. § 3729, et seq., or any other state human rights or fair employment practices act, and any other federal, state, local or foreign statute, law, rule, regulation, ordinance or order. This includes, but is not limited to, Claims for violation of any civil rights laws based on protected class status and all other Claims for unlawful employment practices, and all other common law or statutory Claims. The Executive is not releasing and Claims shall not include any rights or Claims the Executive has (1) pursuant to the Separation Pay Agreement between the Executive and the Company, any equity award granted to the Executive by Xxxxxx Medical Group N.V. or the Indemnification Agreement between the Company or its affiliates and the Executive; (2) to be indemnified and advanced expenses in accordance with applicable law, or the Company’s and its affiliates’ corporate documents or to be covered under any applicable directors’ and officers’ liability insurance policies; (3) with respect to any rights which have accrued or become vested as of the date of this Release, including any rights to any outstanding equity awards; and (4) with respect to any Claims which arise after the Effective Date of this Release. This Release complies with the Older Workers Benefit Protection Act of 1990, as amended from time to time.

  • Xxxxxxxxx President Secretary-Treasurer Bricklayers & Allied Craftworkers

  • Sxxxxxxx-Xxxxx The Company is, or on the Closing Date will be, in material compliance with the provisions of the Sxxxxxxx-Xxxxx Act of 2002, as amended, and the rules and regulations promulgated thereunder and related or similar rules or regulations promulgated by any governmental or self-regulatory entity or agency, that are applicable to it as of the date hereof.

  • Xxxxxx Xxxxxxx Purchase Order and Sales Contact Email 2 Purchase Order and Sales Contact Phone 2 3 Company Website 4 Entity D/B/A's and Assumed Names 5 Primary Address 2 Primary Address City 7 Primary Address State 2 8 Primary Address Zip 9 Search Words Identifying Vendor Certification of Vendor Residency (Required by the State of Texas)

  • Xxxxx Xxxxxxxx Purchase Order and Sales Contact Email 2 2 Purchase Order and Sales Contact Phone 2 3 Company Website 4 Entity D/B/A's and Assumed Names 5 Primary Address 2 Primary Address City 7 Primary Address State 2 8 Primary Address Zip 9 Search Words Identifying Vendor Certification of Vendor Residency (Required by the State of Texas)

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