Xxxxx Contribution. In accordance with the terms and subject to the conditions of this Agreement, effective as of the Closing and simultaneously with the other Contributions, Xxxxx Holdings shall transfer, assign and contribute to Newco, and Newco shall accept and acquire, the Xxxxx Interests, free and clear of all Encumbrances, except for Corporate Encumbrances. In exchange for the Xxxxx Contribution, Newco shall issue and deliver to Xxxxx Holdings, and Xxxxx Holdings shall accept and acquire, the Xxxxx Closing Units, subject to the terms and restrictions in this Agreement, the Newco LLC Agreement and applicable securities Laws.
Xxxxx Contribution. (a) Subject to the terms and conditions of this Agreement, at the Closing Date, as hereinafter defined, Xxxxx agrees to grant, contribute, convey, assign, transfer and deliver to PSI (the "Contribution") pursuant to an Assignment and Assumption Agreement substantially in the form attached as Exhibit 1.1 hereto (the "Assignment and Assumption Agreement") all right, title and interest in all of the assets, tangible or intangible, along with all contractual and leasehold rights Xxxxx holds necessary for PSI to operate the Businesses (as hereinafter defined) as Xxxxx operates them as of the date hereof (the "Xxxxx Assets") in exchange for the consideration set forth in Section 1.
Xxxxx Contribution. After two years of qualifying service, Xxxxx University will contribute the equivalent of 3% of my base pay each month into my TIAA retirement account. After 10 years of eligible service, Xxxxx University will match my voluntary contribution according to the approved schedule.
Xxxxx Contribution. At the Closing, the Company will issue to ------------------ Xxxxx three (3) shares of its Common Stock at a purchase price of $0.0001 per share and 3,800,000 shares of its Series A Preferred Stock, with such value as to be agreed upon prior to the Closing by the parties hereto, in consideration of Xxxxx entering into the Xxxxx/Newco Agreement. Xxxxx shall also have arranged for Xxxxxx Guaranty Trust Company of New York to provide to NewCo a line of credit in an amount no less than $5 million. If requested by such lender, Xxxxx shall guarantee the obligations of NewCo under such line of credit.
Xxxxx Contribution. Notwithstanding anything to the contrary contained herein, Xxxxx shall contribute its initial Capital Contribution of $100,000 to the LCC (the “Xxxxx Initial Capital Contribution”) whereby the Xxxxx Initial Capital Contribution shall be delivered in one installment of $50,000 (the “First Installment”) and one (the “Full Second Installment”) or more (each a “Partial Second Installment”) additional installments to total $50,000 in the aggregate, such Full Second Installment or any Partial Second Installment to be provided in Xxxxx’x sole discretion.
Xxxxx Contribution. On the Effective Date, Apollo and Access may contribute their equity interests in Xxxxx to the Reorganized Debtors in exchange for the Xxxxx Shares, subject to the agreement of the Company, Access, and the Initial Supporting Noteholders.
Xxxxx Contribution. SARIA hereby agrees to contribute to the City the amount not to exceed Two Million Three Hundred Thousand Dollars ($2,300,000) for the express limited purpose of funding the Project Costs (the “SARIA Contribution”). SARIA will transfer the SARIA Contribution to the City within 30 days of the Effective Date in a manner mutually agreeable to SARIA and the City.
Xxxxx Contribution. Subject to the terms and conditions of this Agreement, on the Closing Date and immediately after the NAI Contribution, Xxxxx hereby agrees to contribute, convey, deliver and transfer all of his Membership Interests in the Company to Newco. Newco hereby agrees to accept, at the time of the Xxxxx Contribution, all of Xxxxx’x right, title and interest to such Membership Interests. Effective at the time of the Xxxxx Contribution, Xxxxx shall cease to be a member of the Company, and Newco shall automatically be admitted as a member of the Company with respect to such membership interests.
Xxxxx Contribution. The Cambridge Plant employees, after the date of ratification, be eligible to in the Group Program offered by the Company. Participation be voluntary, and employees will be able to contribute set amounts directly into the by payroll deduction. Information on the Program and its requirements will be made available to all employees by the Human Resources Department. FOR THE COMPANY FOR LETTER OF UNDERSTANDING It is understood: As of ratification those employees transferred out of the bargaining unit shall be grandfathered under the former agreement. Specifically, these retain their seniority for twelve (12) months from the time of their transfer. Signed of FOR FOR THECOMPANY LETTER OF UNDERSTANDING As of ratification, any current replacement employee or those currently scheduled for replacement training, will not be subject to assignment of a vacant position. Signed of FOR THE COMPANY LETTER OF UNDERSTANDING SIGN UP SHEETS FOR THE The Company will negotiate any proposed wage rate changes with the Union. The Union will not unreasonably withhold consent to any proposed increase. Signed of FOR THECOMPANY
Xxxxx Contribution. Upon the terms and subject to the conditions of this Agreement, at the Closing (and concurrently with the Xxxxxxx Holdings Contribution) the Xxxxx Contribution shall occur, and accordingly (i) Xxxxx shall transfer, sell, assign and convey to NewCo all of the outstanding equity interests in the Xxxxx Contributed Companies owned by Xxxxx and its Subsidiaries, in each case, free and clear of all Encumbrances, other than applicable restrictions under applicable securities Laws, and (ii) NewCo shall accept such equity interests of each of the Xxxxx Contributed Companies, and shall sell, issue and deliver to Xxxxx a number of Shares equal to a fraction of the aggregate number of Shares that will be issued and outstanding immediately following the Closing, which fraction shall be calculated by dividing (x) the Xxxxx Contributed Companies Notional Equity Value by (y) the sum of the Xxxxxxx Holdings Notional Equity Value plus the Xxxxx Contributed Companies Notional Equity Value, free and clear of all Encumbrances (other than restrictions imposed under the NewCo Stockholders Agreement and applicable securities laws).
