Additional Terms and Covenants. The terms, conditions and covenants set out in Schedule “A” appended hereto are incorporated and form part of this mortgage.
Additional Terms and Covenants. (a) Notwithstanding anything to the contrary in the Transaction Documents, all outstanding amounts due to the Creditor Parties under the Transaction Documents shall be immediately due and payable if the Company receives an offer from another person or entity with respect to a Major Transaction, the Agent, on behalf of the Investors, notifies the Company that such offer is satisfactory to the Creditor Parties (in their sole discretion), and either (i) the Board of Directors of the Company does not approve such Major Transaction within ten (10) days of the Company’s receipt of such notice from the Agent, (ii) if such Major Transaction is subject to stockholder approval, the Company does not file a preliminary proxy statement with the SEC within fifteen (15) days of the Company’s receipt of such notice from the Agent or (iii) if such Major Transaction is subject to stockholder approval, the stockholders of the Company do not approve such Major Transaction within ninety (90) days of the Company’s filing receipt of such notice from the Agent; provided, that the Company shall be obligated to immediately forward to the Agent, on behalf of the Investors, any offer that the Company receives with respect to any Major Transaction.
Additional Terms and Covenants. (a) The Investor and Assignee hereby acknowledge that the Company intends to acquire all of the stock or assets of Xxxxxx Industries SAS, a privately held company organized in France (“Xxxxxx”), for a purchase price of $15,000,000 in cash, shares of Common Stock for 60% of the equity of the Company on a fully-diluted basis and 50,000,000 warrants to purchase Common Stock at a price of $1.50 per share and a requirement to have at least $20,000,000 in cash and cash equivalents in the Company for working capital purposes (in addition to the $15,000,000 cash purchase price) at the time of the closing of the acquisition (such acquisition, the “Flyboard Acquisition”); provided, that as a condition to the consummation of the Flyboard Acquisition and the related actions to be taken in connection therewith, it must first be approved by vote of the shareholders of the Company in accordance with all of the laws and ordinances of the State in which the Company is organized (the “Stockholder Approval”); provided, further, that prior to the Stockholder Approval, Investor and Assignor will not waive the 4.99% Common Stock ownership blocker limitations referenced in Sections 1(b) and 1(c) of this Amendment and in the CoD Amendments or similar ownership limitations contained in any other Purchase Documents.
Additional Terms and Covenants. The terms, conditions and covenants set out in Schedule “A” appended hereto are incorporated and form part of this mortgage. CONSENT OF SPOUSE By signing this mortgage each spouse of a mortgagor consents to this mortgage and releases any interest which he or she may have in the Property covered by this mortgage as far as necessary to give effect to our rights under this mortgage. SIGNING THIS MORTGAGE If you have read this mortgage and you agree to its terms, sign in the space provided for your signatures. Witnesses must sign in the spaces provided for the witnesses’ signatures. Necessary legal seals should be added next to your signatures. SIGNED, SEALED AND DELIVERED in the presence of: (Seal) (Witness) (Borrower) (Seal) (Witness) (Borrower) (Seal) (Witness) (Spouse of Borrower) (Seal) (Witness) (Guarantor) (Seal) (Witness) (Guarantor)
Additional Terms and Covenants. (a) Notwithstanding anything to the contrary in the Transaction Documents, all outstanding amounts due to the Investor and Assignee under the Transaction Documents shall be immediately due and payable if the Company receives an offer from another person or entity with respect to a Major Transaction, the Investor notifies the Company that such offer is satisfactory to the Investor (in its sole discretion), and either (i) the Board of Directors of the Company does not approve such Major Transaction within ten (10) days of the Company’s receipt of such notice from the Investor, (ii) if such Major Transaction is subject to stockholder approval, the Company does not file a preliminary proxy statement with the SEC within fifteen (15) days of the Company’s receipt of such notice from the Investor or (iii) if such Major Transaction is subject to stockholder approval, the stockholders of the Company do not approve such Major Transaction within ninety (90) days of the Company’s receipt of such notice from the Investor, that the Company shall be obligated to immediately forward to the Investor any offer that the Company receives with respect to any Major Transaction.
Additional Terms and Covenants regardingconstruction
Additional Terms and Covenants. The terms, conditions and covenants set out in the Standard Charge Mortgage Terms and in the Additional Provisions, both appended hereto are incorporated and form part of this mortgage. Terms used in this mortgage which are defined in the attached Standard Charge Mortgage Terms have the meanings set out in the Standard Charge Mortgage Terms.
Additional Terms and Covenants. In consideration for the Tenant leasing these Leased Premises, the Landlord agrees to complete the following Landlord’s Improvements on or prior to May 15, 2005, at the Landlord’s expense. • repair any damages interior walls and replace any damaged ceiling tiles with like-new replaced tiles; • remove built-in counters and cabinets, as agreed between the Landlord and Txxxxx; • install one (1) demising wall and install a new glass and drywall partition and door (to match the existing walls and doors in the Leased Premises), as agreed between the Landlord and Tenant; • paint all interior walls within the Leased Premises to the Tenant’s choice of colour; • ensure all lights, light fixtures, duplex plugs, mechanical systems and window blinds are in good working condition as of the Commencement Date; and • replace all interior fixed carpeting and rubber base cove moldings with Building standard carpeting and rubber moldings of the Tenant’s choice of colour. The Landlord shall be responsible for obtaining all necessary building permits and approvals as required by the relevant regulatory authorities for the Leasehold Improvements as outlined herein. In the event required by the municipal authorities, the Landlord and/or Tenant will also make application for an occupancy certificate for the Leased Premises upon completion of the above Leasehold Improvements. The Landlord and Tenant acknowledge that all other Leasehold Improvements will be completed at the Tenant’s expense, in accordance with section 7.02 and section 9.04 of this Lease. ____________ Notwithstanding section 2.06, throughout the Term, the Landlord shall make available for the Tenant’s use, at its option, three (3) unreserved parking stalls in the Building parkade. The monthly rental for said parking stalls shall be based on the prevailing rental rate plus applicable taxes, which rental rate may be adjusted by the Landlord from time to time. ____________ Notwithstanding section 12.02, the Tenant reserves the right to assign or sublease all or a portion of the Leased Premises during the Term, and subsequent renewal, with the Landlord’s consent. The Landlord further agrees that such consent shall not be unreasonably withheld, on the condition that said assignment or sublet is subject to the terms and conditions contained in this Lease ____________ The Tenant shall be entitled to:
Additional Terms and Covenants. A. The PARTIES agree to waive and release any claim or cause of action against one another for reimbursement of court costs, attorney's fees or expenses incurred in the Litigation.
Additional Terms and Covenants
