Dear Sirs. We confirm that insurance has been effected for the account of [LESSEE] (the "OPERATOR") covering all aircraft owned or operated by them, including the above-referenced aircraft (the "Aircraft"). [Also confirm, if applicable, the amount of any hull all risks or hull war and allied perils on the Aircraft which LESSEE is carrying in excess of the Agreed Value (which excess insurance would be payable to LESSEE). Such excess insurance may not exceed ten percent (10%) of the Agreed Value.] Pursuant to instructions received from the Operator and in consideration of your approving the arrangement of the Operator's "Fleet Policy" (under which the above-referenced Aircraft is insured) through the intermediary of ourselves as Brokers in connection with the insurance (the "INSURANCE") mentioned in our Certificate of Insurance (Reference No. [ ] dated [ ] and attached hereto), we undertake as follows:
Dear Sirs. This letter relates to U.S. $______ principal amount of Notes represented by a Note (the "Legended Note") which bears a legend outlining restrictions upon transfer of such Legended Note. Pursuant to Section 2.01 of the Indenture dated as of August 11, 1997 (the "Indenture") relating to the Notes, we hereby certify that we are (or we will hold such securities on behalf of) a person outside the United States to whom the Notes could be transferred in accordance with Rule 904 of Regulation S promulgated under the U.S. Securities Act of 1933. Accordingly, you are hereby requested to exchange the legended certificate for an unlegended certificate representing an identical principal amount of Notes, all in the manner provided for in the Indenture. You and the Issuer are entitled to rely upon this letter and are irrevocably authorized to produce this letter or a copy hereof to any interested party in any administrative or legal proceedings or official inquiry with respect to the matters covered hereby. Terms used in this certificate have the meanings set forth in Regulation S. Very truly yours, [Name of Holder] By: --------------------------------- Authorized Signature EXHIBIT C Form of Certificate to Be Delivered in Connection with Transfers to Non-QIB Accredited Investors ________________, __ PNC Bank, National Association 0000 Xxxxxx Xxxxxx Xxxxxxxxxxxx, XX 00000 Attention: Corporate Trust Department Re: Genesis ElderCare Acquisition Corp. (the "Issuer") 9% Senior Subordinated Notes due 2007 (the "Notes") Dear Sirs: In connection with our proposed purchase of $____________ aggregate principal amount of the Notes, we confirm that:
Dear Sirs. This letter of guaranty (the "Guaranty") is issued by Itochu Corporation, a Japanese corporation ("Guarantor"), pursuant to Section 3.6 of the above referenced Sales Agreement. Capitalized terms not otherwise defined herein have the meanings given in the Sales Agreement. The Guarantor hereby unconditionally and irrevocably guaranties for the benefit of Purchaser the obligations of Seller under the Sales Agreement. Neither the transfer of any Aircraft from and among Seller, or any other affiliate of the Guarantor, nor the liquidation of Seller, shall relieve or discharge Guarantor of its obligations to Purchaser hereunder. Under no circumstances shall Guarantor be liable for consequential or punitive damages. The Guarantor consents to all terms and conditions of the Sales Agreement and further consents that the Purchaser may, without further agreement or disclosure and without affecting or releasing the obligations of Guarantor hereunder, amend or modify the Sales Agreement or any other document now or hereafter entered into in connection therewith. Guarantor represents and warrants to Purchaser that Seller are subsidiaries of Guarantor and Guarantor will receive benefit from Purchaser's entry into and performance of the Sales Agreement. Guarantor waives all surety defenses. Nor does Purchaser need to fully exhaust its remedies against Seller in order to enforce this guaranty. The provisions of this Guaranty constitute the entire agreement between Purchaser and Guarantor. No provisions of this Guaranty may be waived except in writing. The benefits of this Guaranty may not be assigned or transferred except as permitted under Section 10.8 of the Sales Agreement. This Guaranty is governed by the laws of the State of Washington. Any dispute concerning this Guaranty shall be subject to the non-exclusive jurisdiction of the federal and state courts located in Seattle, Washington, and Guarantor hereby consents to the selection of such forum and waives all objections in connection therewith. Sincerely, ITOCHU CORPORATION By ----------------------------- Its -----------------------------
Examples of Dear Sirs in a sentence
Total Purchase Price: Total No. of Policies: Insured Policy No. Insurer Death Benefit Settlement Date Purchase Price Seller Payment Instructions: Bank Name: Routing/Transit Number: Credit to the Account of: Account Number: EXHIBIT B MASTER AGREEMENT FOR TERTIARY TRANSACTIONS FORM OF CONFIRMATION Dear Sirs: This letter (the “Confirmation”) confirms the terms of the Transaction between the Parties on the Trade Date specified below with respect to the Policies listed on Schedule 1 hereto.
Independence Members of the Board of Directors Dear Sirs, Reference is made to the shareholders' agreement of Braskem S.A. ("Company" or "Braskem"), entered into between Novonor S.A. - Em Recuperação Judicial ("Novonor"), NSP Investimentos S.A. - Em Recuperação Judicial ("NSP") and Petróleo Brasileiro S.A. - Petrobras ("Petrobras"), to inform the following.
To: China Agri-Products Exchange Limited Suite 0000, 00/X, Skyline Tower 00 Xxxx Xxxxx Xxxx Kowloon Bay, Kowloon, Hong Kong (the “Issuer”) Attention: [Date] Dear Sirs CHINA AGRI-PRODUCTS EXCHANGE LIMITED HK$1,000,000,000 Medium Term Note Programme We refer to the Dealer Agreement dated 11 July 2024 in respect of the above Programme between the Issuer the Arranger(s) and Dealer(s) named in it (the “Dealer Agreement”).
More Definitions of Dear Sirs
Dear Sirs as registered holder ("Seller") intends to transfer the captioned Note to _____________________ ("Purchaser"), for registration in the name of ____________________________
Dear Sirs. We have acted as counsel to National Consumer Cooperative Bank ("NCCB") in connection with its execution and delivery of the Agreements. Capitalized terms not otherwise defined herein shall have the respective meanings ascribed thereto in the PSA. We have examined copies of the following documents:
Dear Sirs. We refer to the Amendment, dated as of December 16, 1996 (the "Amendment"), to the Amended and Restated Receivables Sale Agreement, dated as of November 16, 1994 (the "Receivables Sale Agreement") among Specialty Foods Finance Corporation, a Delaware corporation (the "Company"), Specialty Foods Corporation, a Delaware corporation, as master servicer (the "Master Servicer"), and each of the subsidiaries of the Master Servicer from time to time party thereto. We hereby certify that we have been given adequate notice pursuant to Section 10.1 of the Pooling Agreement. We hereby consent to the execution and delivery of the Amendment (substantially in the form previously distributed to us) by the Company, the Master Servicer and the Sellers on our behalf. Sincerely, CAPITAL MARKETS ASSURANCE CORPORATION By: Name: Title: Dated: December __, 1996
Dear Sirs. This letter (the "Amendment") constitutes an amendment to the Syndication Agreement on the terms set forth below. Capitalized terms used but not defined herein shall have the meaning set forth in the Syndication Agreement.
Dear Sirs. We refer to the Amendment, dated as of December 16, 1996 (the "Amendment"), to each of: (a) the Pooling Agreement, dated as of November 16, 1994 (the "Pooling Agreement"), among Specialty Foods Finance Corporation, a Delaware corporation (the "Company"), Specialty Foods Corporation, a Delaware corporation, as master servicer (the "Master Servicer"), and The Chase Manhattan Bank (formerly known as Chemical Bank), as trustee (in such capacity, the "Trustee"), and (b) the Servicing Agreement, dated as of November 16, 1994, among the Company, the Master Servicer, each of the subsidiaries of the Master Servicer from time to time party thereto (each a "Servicer") and the Trustee. We hereby certify that we have been given adequate notice pursuant to Section 10.1 of the Pooling Agreement, Section 8.5 of the Series 1994-1 Supplement and Section 9.5 of the Series 1996-1
Dear Sirs. We have acted as counsel to NCB Capital Corporation ("NCBCC") in connection with its execution and delivery of the Agreement. Capitalized terms not otherwise defined herein shall have the respective meanings ascribed thereto in the Agreement. We have examined copies of the following documents:
Dear Sirs. We are furnishing the following representations to you to enable you to prepare and deliver your tax opinions in accordance with Sections 7.2(c) and 7.3(d) of the Reorganization Agreement. We understand that you will be relying on such representations in rendering your tax opinions. Unless otherwise defined herein, capitalized terms have the meanings assigned to them in the Reorganization Agreement.