The Documents. Upon the terms and subject to the conditions of this Agreement, at the Closing, in order to effectuate the foregoing, the parties hereto will execute and deliver, or cause their respective subsidiaries to execute and deliver, as the case may be, the following agreements and instruments dated as of the Closing Date (as defined below) 18 or a date prior thereto: (i) MONY and AUSA Life will enter into the Assumption Reinsurance Agreement (as defined below), providing, among other things, for the assumption by AUSA Life of all of the contracts of insurance of MONY which relate to or arise under the Business, (ii) MONY and AUSA Life will enter into the Indemnity Reinsurance Agreement (as defined below), providing, among other things, for the indemnity reinsurance of the general account liabilities of MONY under the contracts of insurance which are the subject of the Assumption Reinsurance Agreement, pending assumption of such contracts by AUSA Life on a novation basis, (iii) MONY and AUSA Life will enter into the Agreement Regarding Payments Made Relating to Assumption Reinsurance Agreement (as defined below), providing, among other things, for payments to be made by AUSA Life to MONY relating to the Assumption Reinsurance Agreement, (iv) MONY and AUSA Life will enter into the Agreement Regarding Payments Made Relating to Indemnity Reinsurance Agreement (as defined below) providing, among other things, for payments to be made by AUSA Life to MONY relating to the Indemnity Reinsurance Agreement, (v) MONY and Diversified (as defined below) will enter into the Transition and Computer Services Agreement (as defined below), providing, among other things, for MONY's provision of certain computer and ancillary services to Diversified during a transition period following the Closing Date, (vi) MONY and Diversified will enter into the Administrative Services Agreement (as defined below), providing, among other things, for the provision by Diversified of certain administrative services to MONY during a transition period following the Closing Date, (vii) the manager (as defined below) and AUSA Life will enter into the Investment Management Agreement (as defined below), providing, among other things, for the Manager's provision of investment
The Documents. The Airframe, Engines, Parts and Documents are hereby accepted by the Purchaser without objection. Signed for and on behalf of ) [Purchaser] ) ) by its duly authorised representative ) in the presence of: ) Signature of witness Signature of authorised representative Name of witness (please print) Name of authorised representative (please print) Title of authorised representative (please print)
The Documents. (1) are the entire agreement and understanding between the parties on everything connected with the subject matter of the Documents; and
(2) supersede any prior agreement or understanding on anything connected with that subject matter.
The Documents. (1) are the entire agreement and understanding between the parties on everything connected with the subject matter of the Documents; and
(2) supersede any prior agreement or understanding on anything connected with that subject matter.
44.1 The law of New South Wales governs the Documents.
The Documents. The legal opinion of Seller's counsel, Reinhart, Boerner, Van Deuren, Xxxxxx & Xxxxxxxxxx, s.c., dated as of the Closing Date in substantially the form of Exhibit C.
The Documents. The relevant bidding documents can be found on The Jig Store website at: <xxx.xxxxxxxx.xxx/xxxxxxxxxxxxx.xxx>.
The Documents. You expressly acknowledge and agree that you understand and agree to comply with and be bound by the Aventri “Terms of Service,” which form a legal contract governing your access, receipt, and use, as a Client, of the Services. The Terms of Service include the following:
The Documents. The Airframe, Engines, Parts and Documents are hereby accepted by the Purchaser without objection. Signed for and on behalf of ) [Purchaser] ) ) by its duly authorised representative ) in the presence of: ) Signature of witness Signature of authorised representative Name of witness (please print) Name of authorised representative (please print) Title of authorised representative (please print) Aircraft Sale Agreement Boeing 767-338ER msn 24146 VH-OGA Page 27 of 28 Confidential Those portions of this Agreement marked with an [*] have been omitted pursuant to a request for confidential treatment and have been filed separately with the SEC. Execution Version Schedule 5 Guarantee Parent Guarantee
The Documents. (a) It has power to execute the Finance Documents to which it is a party and to exercise its Rights and perform its Duties under them; and it has obtained all necessary authorisations to do so.
(b) This Agreement constitutes its legally binding and enforceable obligations. Each other Finance Document that it is a party to, when executed, will, subject to the Reservations, constitute its legally binding and enforceable obligations.
(c) The execution of the Finance Documents and the exercise of its Rights and the performance of its Duties under them will not result in it being in breach of any Duty or required to create any Encumbrance or perform any other action as a result of any Duty.
(d) The Finance Documents to which it is a party are effective and admissible in evidence without the need for any filing, registration, notarisation or other action.
(e) No stamp duty or other Tax is payable in respect of the Finance Documents to which it is a party.
The Documents. This Agreement has been duly and validly authorized, executed and delivered by the Company. The Deposit Agreement has been duly and validly authorized by the Company and when executed and delivered by the Company and the Depositary will constitute a legal, valid and binding agreement of the Company, enforceable in accordance with its terms against the Company, except that the enforcement thereof may be subject to (i) bankruptcy, insolvency, reorganization, receivership, moratorium, fraudulent conveyance, fraudulent transfer or other similar laws now or hereafter in effect relating to creditors’ rights generally and (ii) general principles of equity (whether applied by a court of law or equity) and the discretion of the court before which any proceeding therefor may be brought. The Documents conform in all material respects to the descriptions thereof contained in the Registration Statement, the General Disclosure Package and the Prospectus.
