NOL Preservation Plan Sample Clauses

NOL Preservation Plan. [The NOL Preservation Plan is incorporated herein by reference to Exhibit 10.23 to the Company’s Current Report on Form 8-K filed with the Commission on March 11, 2010.] Exhibit B Form of Joinder Agreement JOINDER AGREEMENT TO THE LOCK-UP AGREEMENT Reference is made to the letter agreement, dated as February 26, 2010 (the “Lock-Up Agreement”), by and between Centerline Holding Company and Wxxxx Fargo Bank, N.A. and Wxxxx Fargo Community Development Corporation, as amended from time to time. By execution of this joinder agreement, the undersigned agrees to become a party to, and to be subject to the rights and obligations under, the Lock-Up Agreement, and shall be deemed to be an “Existing Holder” for all purposes thereunder. Date: _________________ [Entity] By: Name: Title: Address for Notice: ACCEPTED BY: CENTERLINE HOLDING COMPANY By: Name: Title: EXHIBIT D-1 CITIZENS SETTLEMENT AGREEMENT SETTLEMENT AGREEMENT This Settlement Agreement is entered into as of this 21st day of December, 2012 by and between Citizens Bank and Trust (“Citizens”) and Centerline Holding Company (“Centerline”) (each a “Party” and, together, the “Parties”).
Sample 1
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NOL Preservation Plan. [The NOL Preservation Plan is incorporated herein by reference to Exhibit 10.23 to the Company’s Current Report on Form 8-K filed with the Commission on March 11, 2010.] Exhibit B Form of Joinder Agreement JOINDER AGREEMENT TO THE LOCK-UP AGREEMENT Reference is made to the letter agreement, dated as February 26, 2010 (the “Lock-Up Agreement”), by and between Centerline Holding Company and Wxxxx Fargo Bank, N.A. and Wxxxx Fargo Community Development Corporation, as amended from time to time. By execution of this joinder agreement, the undersigned agrees to become a party to, and to be subject to the rights and obligations under, the Lock-Up Agreement, and shall be deemed to be an “Existing Holder” for all purposes thereunder. Date: [Entity] By: Name: Title: Address for Notice: ACCEPTED BY: CENTERLINE HOLDING COMPANY By: Name: Title:
Sample 1
NOL Preservation Plan. [The NOL Preservation Plan is incorporated herein by reference to Exhibit 10.23 to the Company’s Current Report on Form 8-K filed with the Commission on March 11, 2010.] Exhibit B Form of Joinder Agreement JOINDER AGREEMENT TO THE LOCK-UP AGREEMENT Reference is made to the letter agreement, dated as February 26, 2010 (the “Lock-Up Agreement”), by and between Centerline Holding Company and Wxxxx Fargo Bank, N.A. and Wxxxx Fargo Community Development Corporation, as amended from time to time. By execution of this joinder agreement, the undersigned agrees to become a party to, and to be subject to the rights and obligations under, the Lock-Up Agreement, and shall be deemed to be an “Existing Holder” for all purposes thereunder. Date: [Entity] By: Name: Title: Address for Notice: ACCEPTED BY: CENTERLINE HOLDING COMPANY By: Name: Title: EXHIBIT D-1 CITIZENS SETTLEMENT AGREEMENT [See Exhibit C-1 to Exhibit C to the Most Favored Nation Provision Termination Agreement above to which this Agreement is attached as an exhibit.] EXHIBIT D-2 M&T REDEMPTION AGREEMENT [See Exhibit (d)(11) to Amendment No. 3 to the Company’s Schedule 13E-3 filed with the SEC on February 20, 2013, to which this Exhibit is attached.] EXHIBIT E WIRE INSTRUCTIONS Bank Name: Bank ABA #: Account Name: Account Number: Reference: Address: City/State:
Sample 1

Related to NOL Preservation Plan

  • Optional Preservation of the Contracts Following an Event of Default and if such Event of Default has not been rescinded and annulled, the Indenture Trustee may, but need not, elect to maintain possession of the Collateral. It is the desire of the parties hereto and the Noteholders that there be at all times sufficient funds for the payment of principal and interest on the Notes, and the Indenture Trustee shall take such desire into account when determining whether or not to maintain possession of the Collateral. In determining whether to maintain possession of the Collateral, the Indenture Trustee may, but need not, obtain and rely upon an opinion of an Independent investment banking or accounting firm of national reputation as to the feasibility of such proposed action and as to the sufficiency of the Collateral for such purpose.

  • Optional Preservation of Collateral If the Notes have been accelerated under Section 5.2(a) and the declaration of acceleration has not been rescinded, the Indenture Trustee may elect to maintain possession of the Collateral. The Indenture Trustee will take into account that the Collections and other amounts expected to be received on the Collateral must be sufficient to pay the unpaid principal of and accrued and unpaid interest on the Notes when determining whether or not to maintain possession of part of the Collateral. In making this determination, the Indenture Trustee may rely on an opinion of a nationally-recognized Independent investment banking firm or firm of certified public accountants.

  • Optional Preservation of the Collateral If the Notes have been declared to be due under Section 5.02 following an Event of Default and the declaration and its consequences have not been annulled, the Indenture Trustee may with the consent of the Credit Enhancer, but need not unless so directed by the Credit Enhancer, elect to maintain possession of the Collateral. The parties and the Noteholders want sufficient funds to exist at all times for the payment of principal of and interest on the Notes and other obligations of the Issuer including payments to the Credit Enhancer, and the Indenture Trustee shall take that into account when determining whether or not to maintain possession of any Collateral. In determining whether to maintain possession of the Collateral, the Indenture Trustee may, but need not, obtain and rely on an opinion of an Independent investment banking or accounting firm of national reputation as to the feasibility of the proposed action and as to the sufficiency of the Collateral for the purpose.

  • Enforcement and preservation costs The Borrower shall, within three Business Days of demand, pay to each Administrative Party and each other Secured Party the amount of all out-of-pocket costs and expenses (including legal fees) incurred by it in connection with the enforcement of or the preservation of any rights under any Finance Document and the Transaction Security and any proceedings instituted by or against the Security Agent or the U.S. Collateral Agent as a consequence of taking or holding the Transaction Security or enforcing these rights.

  • Retention of Trust Documents The Trustee is authorized to destroy those documents, records, bills and other data compiled during the term of this Agreement at the times permitted by the laws or regulations governing the Trustee, unless the Sponsor reasonably requests the Trustee in writing to retain those items for a longer period.

  • Collateral Protection Expenses Preservation of Collateral (a) If an Event of Default shall have occurred and be continuing, the Agent may discharge taxes and other encumbrances at any time levied or placed on any of the Collateral, make repairs thereto and pay any necessary filing fees. Each Grantor agrees to reimburse the Agent on demand for any and all expenditures so made. The Agent shall have no obligation to any Grantor to make any such expenditures, nor shall the making thereof relieve any Grantor of any default.

  • Confirmation and Preservation of Indenture The Indenture as supplemented by this Supplemental Indenture is in all respects confirmed and preserved.

  • Amendment and Restatement of Prior Agreement The Prior Agreement is hereby amended and restated in its entirety as set forth herein. Such amendment and restatement is effective upon the execution of this Agreement on the date hereof by the Company and certain of the Prior Investors who are party hereto, pursuant to Section 5.5 of the Prior Agreement. Upon such execution, all provisions of, rights granted and covenants made in the Prior Agreement are hereby waived, released and superseded in their entirety and shall have no further force or effect, including, without limitation, all rights of first refusal and any notice period associated therewith otherwise applicable to the transactions contemplated by the Purchase Agreement.

  • Optional Preservation of the Receivables If the Notes have been declared to be due and payable under Section 5.02 following an Event of Default and such declaration and its consequences have not been rescinded and annulled, the Indenture Trustee may, but need not, elect to maintain possession of the Trust Estate. It is the desire of the parties hereto and the Noteholders that there be at all times sufficient funds for the payment of principal of and interest on the Notes, and the Indenture Trustee shall take such desire into account when determining whether or not to maintain possession of the Trust Estate. In determining whether to maintain possession of the Trust Estate, the Indenture Trustee may, but need not, obtain and rely upon an opinion of an Independent investment banking or accounting firm of national reputation as to the feasibility of such proposed action and as to the sufficiency of the Trust Estate for such purpose.

  • Preservation of Trustee's Rights The Trustee in its individual capacity shall be entitled to all the rights set forth in this Article with respect to any Senior Indebtedness which may at any time be held by it, to the same extent as any other holder of Senior Indebtedness, and nothing in this Indenture shall deprive the Trustee of any of its rights as such holder. Nothing in this Article shall apply to claims of, or payments to, the Trustee under or pursuant to Section 607.

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