Xxxxxxx Agreements. When all the Agreements in a Chain form a Circle and all the positions in that Chain are settled without the Nomination or delivery of any Product. Each Buyer shall pay to its seller a cancellation fee equal to 25,000 metric tons (unless otherwise agreed by all parties to the Xxxxxxx Agreement) multiplied by the amount, if any, by which the Price exceeds the base price provided always that if the purchase price is less than the base price the Buyer shall receive from its Seller a cancellation fee equal to 25,000 (unless otherwise agreed) multiplied by the difference between the two prices.
Xxxxxxx Agreements. X. Xxxxxxx, Southgold and N6C Incorporated (a wholly-owned subsidiary of GBG incorporated in the Cayman Islands) (“N6C”) negotiating and entering into one or more legally binding shareholders agreements regarding the various matters set out in this Agreement in relation to Xxxxxxx’x acquisition of the Initial Shares and its option to acquire the Option Shares, as well as other matters dealing with their relationship as shareholders in Southgold;
X. Xxxxxxx and GBG negotiating and entering into one or more legally binding loan agreements in relation to the Loan Funding; and
X. Xxxxxxx and GBG negotiating and entering into one or more legally binding security agreements to secure the Loan Funding, (collectively, the “Xxxxxxx Agreements”).
Xxxxxxx Agreements. Lessor understands and agrees that: -2-
1. Lessor will forward to the appropriate governmental authorities promptly when due the sales taxes, if any, remitted to Lessor monthly by GMAC under Provision C(5) above.
2. Lessor shall pay to GMAC am service charge with respect to each lease administered hereunder, which fee shall be deducted monthly from the applicable Lessee's payment prior to application of the surplus thereof as set forth in Provision C(5). The monthly service charge with respect to each lease shall be that in effect at the time the lease is accepted for administration by GMAC and shall not vary during the term of the lease. GMAC shall quote the fee applicable to new leases from time to time and on request.
3. Lessor shall indemnify GMAC against and hold it harmless from any and all loss, liability, damages, costs and counsel fees in any way arising out of any claim or action by I a lessee or other party relating to a breach or alleged breach by Lessor under a lease covering a vehicle in which ' GMAC has or had a security interest.
4. GMAC's assumption of responsibility pursuant to Provisions C(6), C(7) and C(8) is conditioned on the following:
a. That liability insurance coverage acceptable to GMAC with minimum limits of $100,000/$300,000 for bodily injury and $25,000 for property damage is provided under the lease and maintained during the term thereof.
b. That physical damage insurance, acceptable to GMAC and protecting its interest against the hazards of fire, theft, and collision, is provided under the lease and maintained during the term thereof.
c. That the Lessee was of legal age at the time the lease was executed.
d. That the leased motor vehicle is accurately identified in the lease.
e. That the security deposit, if any, obtained from the Lessee under the lease is exactly as specified therein.'
f. That the leased motor vehicle will be used exclusively by the Lessee or in his own business and not for hire.
g. That all disclosures required by law were made to the Lessee prior to execution of the lease.
5. Lessor shall pay to GMAC the unpaid balance due under the applicable Security Agreement promptly upon the earliest of:
a. The 30th day following termination of the lease term (including extensions thereof approved by GMAC); or
b. the 30th day after Lessor obtains possession of the vehicle for any reason unless the vehicle has been placed in lease with another Lessee approved by GMAC; or
c. the 30th day after loss of the vehicle by th...
Xxxxxxx Agreements. The agreements, leases, commitments, contracts, and other items described in Schedule 2.1.
Xxxxxxx Agreements. Lessee shall deliver to Lessor a true, correct, and complete copy of (i) the Xxxxxxx Restructuring Documents (as defined in the Second Amendment to the Building 1 Lease) concurrently herewith and (ii) any amendment, modification, termination, or supplement of the Xxxxxxx Agreement within seven (7) days following the execution of the same by Lessee.
Xxxxxxx Agreements. Amend or modify any agreement, ------------------ instrument or document (a) pursuant to which Xxxxxxx was established, (b) pursuant to which its profits and losses are allocated, or (c) which deals with the obligation of any owner of a membership interest in Xxxxxxx to make capital contributions to or investments in Xxxxxxx, or to purchase goods from Xxxxxxx, including without limitation Xxxxxxx'x Operating Agreement, Xxxxxxx'x Certificate of Formation, the Preorganization Contribution Agreement between Borrower and Deere & Company, the Contract Manufacturing Agreement between Xxxxxxx and Borrower and the Contract Manufacturing Agreement between Xxxxxxx and Deere & Company.
Xxxxxxx Agreements. Neither Xxxxxxx Corporation nor CIC is in material breach of any of the agreements described in Sections 1.4, 1.6, and 1.11 or the Additional Biotechnology Asset License Agreements (collectively, the "Xxxxxxx Agreements"). There are no grounds for any party to any of the Xxxxxxx Agreements to terminate such agreements and Xxxxxxx has not received a notice of default with respect to any of the Xxxxxxx Agreements.
Xxxxxxx Agreements. Xxxx Xxxxxxx and Meridian shall have executed and delivered the agreement in the form of Exhibit D attached hereto. Xxxx Xxxxxxx and the Company shall have executed and delivered the Termination Agreement in the form of Exhibit E attached hereto (the "Xxxxxxx Termination"). Xxxx Xxxxxxx shall have executed and delivered the Hawthorn Termination.
Xxxxxxx Agreements. The Seller Parties agree that, effective as of the Closing Date, any Contract between any UC Party, on one hand, and Xxxxxxx, on the other hand, shall automatically terminate and be of no further force or effect.
