Settlement and Release Agreement. Notwithstanding anything -------------------------------- contained herein to the contrary, as a condition to the obligations of the Company under this Section 10, Executive shall execute and deliver to the Company that certain Settlement and Release Agreement, substantially in the form attached hereto as Exhibit B. ---------
Settlement and Release Agreement. Notwithstanding anything contained herein to the contrary, as a condition to the obligations of the Company under Section 6(c), Executive shall execute and deliver to the Company a settlement and mutual release agreement in the form attached hereto as Exhibit "A" dated as of the Termination Date.
Settlement and Release Agreement. 1.2 Pacific agrees to register the Additional Shares and the Original Shares not later than September 30, 1996; PROVIDED, HOWEVER, if Pacific is unable to effect such registration by September 30, 1996 because it is involved in a merger or other corporate transaction which, because of the need to register that transaction with the SEC, effectively precludes such registration statement from being declared effective by the SEC, the deadline for registering the Additional Shares and the Original Shares shall be extended for 60 days following the consummation or termination of such transaction.
Settlement and Release Agreement. American shall assume the Settlement and Release Agreement (one of the Agreements in Exhibit A), and pursuant thereto shall pay the City Seven Hundred Seventy Eight Dollars and Seventy Eight Cents ($778.78), which amount is included in the Cure Amount. The Settlement and Release Agreement is attached hereto as Exhibit C, entered into by American and the City in the case captioned City and County of San Xxxxxxxxx x. ARCO et al., Case No. C-97-2965 MMC (N.D. Cal.) (the “Action”).
Settlement and Release Agreement. (b) Upon the execution and delivery of this Agreement, and receipt of the executed Dismissal Without Prejudice by the IAL Parties, the Med Parties shall cause their respective counsel of record in the Action to execute and file in the Action the original of the Dismissal Without Prejudice, evidencing the Med Parties' consent to the dismissal of the entire Action, including the Counterclaims, without prejudice. The Med Parties' counsel shall thereafter provide the IAL Parties' counsel with a conformed copy of the executed Dismissal Without Prejudice.
Settlement and Release Agreement disposition of the Shares whenever Doornmalen shall desire to sell or otherwise dispose of the same (including prospect supplements with respect to the sales of securities from time to time in connection with a registration statement pursuant to Rule 415 under the Act), and (ii) take all lawful action such that each of the registration statement and the prospectus used in connection therewith, including and amendment or supplement thereto, do not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. Med shall take all necessary actions to keep the registration statement covering the Shares, including any prospectus contained therein, continuously effective until the earlier of (x) the Shares having all been disposed of by Doornmalen or (y) two years from the date of the issuance of the Shares to Doornmalen.
Settlement and Release Agreement event that Doornmalen seeks rescission of this Agreement, the Parties Hereto shall be permitted to reassert the claims in the Operative Complaint and the counterclaims in the Counterclaims that remained after the Summary Judgment Order and had been asserted as of the Effective Date of this Agreement (as defined below), without waiver of the right to asserts such claims or counterclaims due to the expiration of any applicable status of limitations.
Settlement and Release Agreement. (d) The releases set forth hereinabove are not intended to be, and shall not be construed as, general releases of all liability extending beyond the scope of the matters specifically released herein.
Settlement and Release Agreement. (f) The Parties Hereto acknowledge that they may hereafter discover facts different from, or in addition to, those which they now believe to be true with respect to any and all of the Claims herein released. Nevertheless, the Parties Hereto hereby agree that the releases set forth hereinabove shall be and remain effective in all respects, notwithstanding the discovery of such different or additional facts.
Settlement and Release Agreement. Agreement, the prevailing party or parties shall be entitled to recover her, his, or its reasonable attorney's fees, expenses, and costs of suit.
