Terminated Obligations Sample Clauses

Terminated Obligations. 69 Threshold..............................................................64
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Terminated Obligations. 32 Section 2.4 Senior Credit Facility and BECO Facility....................33 Section 2.5 Allocation of Aggregate Purchase Price......................34
Terminated Obligations. 13 Threshold............................................................................. 20 AGREEMENT AND PLAN OF MERGER This Agreement and Plan of Merger (this "Agreement") made effective as of June 11, 1998, by and among Group Maintenance America Corp., a Texas corporation (the "Parent"), Atlantic Acquisition Corp., a Virginia corporation ("Merger Sub"), Atlantic Industrial Constructors, Inc., a Virginia corporation (the "Company"), and the undersigned holders of all of the outstanding capital stock of the Company (the "Shareholders").
Terminated Obligations. 2.5.1 On the Closing Date, the Purchaser shall assume the Terminated Obligations in a form and substance reasonably satisfactory to the beneficiary of each such Terminated Obligation and shall use its best efforts to deliver to the Sellers and the Sellers' Guarantor written releases with respect to all Terminated Obligations on the Closing Date or as soon as reasonably practicable prior to the Closing Date.
Terminated Obligations. 16 -vi- Total Consideration........................................................... Exhibit 1 Working Capital............................................................... Exhibit 1 Working Capital Addition...................................................... Exhibit 1 Working Capital Deduction..................................................... Exhibit 1 -vii- AGREEMENT AND PLAN OF MERGER ---------------------------- This AGREEMENT AND PLAN OF MERGER (this "Agreement") made effective as of --------- August ___, 1997, by and among Group Maintenance America Corp., a Texas corporation (the "Parent"), Masters Acquisition Corp., a Maryland corporation ------ ("Merger Sub"), Masters, Inc., a Maryland corporation (the "Company"), and the ------------ ------- undersigned holder of all of the outstanding capital stock of the Company (the "Shareholder"). ------------
Terminated Obligations. 13 Threshold...........................................................19 AGREEMENT AND PLAN OF MERGER ---------------------------- This AGREEMENT AND PLAN OF MERGER (this "Agreement") made effective as of --------- August 31, 1998, by and among Group Maintenance America Corp., a Texas corporation (the "Parent"), Xxxxxxxx Electric Acquisition Corp., an Ohio ------ corporation ("Merger Sub"), Xxxxxxxx Electric Corp., an Ohio corporation (the ---------- "Company"), and the undersigned holders of all of the outstanding capital stock -------- of the Company (the "Shareholders"). ------------
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Terminated Obligations. Exhibit 5.4.3 ..................................................................................... Opinion of Counsel to the Parent INDEX OF DEFINED TERMS

Related to Terminated Obligations

  • RELATED OBLIGATIONS At such time as the Company is obligated to prepare and file the Registration Statement with the SEC pursuant to Section 2(a), the Company will effect the registration of the Registrable Securities in accordance with the intended method of disposition thereof and, with respect thereto, the Company shall have the following obligations:

  • Limited Obligations This Agreement does not create any obligation of the Securities Intermediary except for those expressly set forth in this Agreement. The Securities Intermediary may conclusively rely and shall be fully protected in acting or refraining from acting upon notices and communications it believes to be genuine and given by the appropriate party. Except for permitting a withdrawal, delivery or payment in violation of Article III, the Securities Intermediary shall not be liable to the Secured Party, the Servicer or the Issuer for any error of judgment made in good faith and in accordance with this Agreement, nor shall it otherwise be liable under this Agreement except as a result of its own willful misconduct, bad faith or negligence.

  • Excluded Obligations Notwithstanding anything to the contrary expressed or implied in the Finance Documents, the Security Agent shall not:

  • Valid Obligations The execution, delivery and performance of the Loan Documents have been duly authorized by all necessary corporate action and each represents a legal, valid and binding obligation of Borrower and is fully enforceable according to its terms, except as limited by laws relating to the enforcement of creditors' rights.

  • Valid Obligation Notes issued on the registration of transfer or exchange of Notes will be the valid obligations of the Issuer, evidencing the same debt, and have the same benefits under this Indenture as the Notes surrendered for registration of transfer or exchange.

  • Termination Obligations (a) Director agrees that all property, including, without limitation, all equipment, tangible proprietary information, documents, records, notes, contracts, and computer-generated materials provided to or prepared by Director incident to his services belong to Company and shall be promptly returned at the request of Company.

  • Unpaid Reimbursement Obligation Any Reimbursement Obligation for which the Borrower does not reimburse the Agent and the Banks on the date specified in, and in accordance with, Section 4.2.

  • Retained Obligations Buyer does not assume or agree to discharge or perform and will not be deemed by reason of the execution and delivery of this Agreement or any agreement, instrument or document delivered pursuant to or in connection with this Agreement or otherwise by reason of the consummation of the transactions contemplated hereby, to have assumed or to have agreed to discharge or perform, any liabilities, obligations or commitments of Seller of any nature whatsoever whether accrued, absolute, contingent or otherwise and whether or not disclosed to Buyer, other than the Assumed Obligations (the "Retained Obligations").

  • Excluded Swap Obligations (a) Notwithstanding any provision of this Agreement or any other Loan Document, no Guarantee by any Loan Party under any Loan Document shall include a Guarantee of any Excluded Swap Obligation and no Collateral provided by any Loan Party shall secure any Excluded Swap Obligation. In the event that any payment is made by, or any collection is realized from, any Loan Party for which there are Excluded Swap Obligations, or from any Collateral provided by such Loan Party, the proceeds thereof shall be applied to pay the Obligations of such Loan Party on a ratable basis determined without giving effect to such Excluded Swap Obligations and each reference in this Agreement or any other Loan Document to the ratable application of such amounts as among the Obligations or any specified portion of the Obligations that would otherwise include such Excluded Swap Obligations shall be deemed so to provide.

  • Severance Obligations In the event an offer of employment is extended by the Buyers to and accepted by an employee of the Seller pursuant to Section 4(c) and such subsequent employment by the Buyers is terminated within sixty (60) days from the Closing Date, the Seller shall be exclusively responsible for, and shall pay to such accepting employee, all severance benefits that may be due and owing such employee by reason of his or her employment with either the Seller or the Buyers based on Seller's severance policies as in effect on the Closing Date.

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