APPLIEDTHEORY CORPORATION Sample Clauses

APPLIEDTHEORY CORPORATION. By: -------------------------- Name: Dannx X.
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APPLIEDTHEORY CORPORATION. By: /s/ Danny E. Stroud ----------------------------------- Name: Danny E. Stroud Title: Xxxxxxxxx SUBSIDIARIES: APPLIEDTHEORY GEORGIA CORPORATION By: /s/ Danny E. Stroud ----------------------------------- Name: Danny E. Stroud Title: Xxxxxxxxx APPLIEDTHEORY SEATTLE CORPORATION By: /s/ Danny E. Stroud ----------------------------------- Name: Danny E. Stroud Title: Xxxxxxxxx APPLIEDTHEORY CALIFORNIA CORPORATION By: /s/ Danny E. Stroud ----------------------------------- Name: Danny E. Stroud Title: Xxxxxxxxx APPLIEDTHEORY VIRGINIA CORPORATION By: /s/ Danny E. Stroud ----------------------------------- Name: Danny E. Stroud Title: Xxxxxxxxx APPLIEDTHEORY AUSTIN CORPORATION By: /s/ Danny E. Stroud ----------------------------------- Name: Danny E. Stroud Title: Xxxxxxxxx APPLIEDTHEORY COLORADO CORPORATION By: /s/ Danny E. Stroud ----------------------------------- Name: Danny E. Stroud Title: Xxxxxxxxx LENDERS: HALIFAX FUND, L.P. By: The Palladin Group, L.P., as Attorney-in-Fact By: /s/ Maurice Hryshko ----------------------------------- Name: Maurice Hryshko Title: Xxxxxxx PALLADIN PARTNERS I, L.P. By: The Palladin Group, L.P., as Attorney-in-Fact By: /s/ Maurice Hryshko ----------------------------------- Name: Maurice Hryshko Title: Xxxxxxx PALLADIN OVERSEAS FUND LTD. By: The Palladin Group, L.P., as Attorney-in-Fact By: /s/ Maurice Hryshko ----------------------------------- Name: Maurice Hryshko Title: Xxxxxxx DeAM CONVERTIBLE ARBITRAGE FUND, LTD. By: The Palladin Group, L.P., as Attorney-in-Fact By: /s/ Maurice Hryshko ----------------------------------- Name: Maurice Hryshko Title: Xxxxxxx LANCER SECURITIES (CAYMAN) LTD. By: The Palladin Group, L.P., as Attorney-in-Fact By: /s/ Maurice Hryshko ----------------------------------- Name: Maurice Hryshko Title: Xxxxxxx ELLIOTT ASSOCIATES, L.P. Bx: /x/ Paul E. Singer ----------------------------------- Name: Paul E. Singer Title: Gxxxxxx Xxxxxxx ELLIOTT INTERNATIONAL, L.P. Xx: Xxxiott International Capital Xdvisors Inc., as Attorney-in-Fact By: /s/ Paul E. Singer ----------------------------------- Name: Paul E. Singer Title: Pxxxxxxxx
Sample 1
APPLIEDTHEORY CORPORATION. By: /s/ Davix X Xxxxxx -------------------------------------- Name: Davix X Xxxxxx Title: Senior Vice President / CFO INVESTORS: HALIFAX FUND, L.P. By: THE PALLADIN GROUP, L.P. Attorney-in-Fact By: /s/ Stevxx X. Xxxxxx -------------------------------------- Name: Stevxx X. Xxxxxx Title: Managing Director PALLADIN PARTNERS I, L.P. By: THE PALLADIN GROUP, L.P. Attorney-in-Fact By: /s/ Stevxx X. Xxxxxx -------------------------------------- Name: Stevxx X. Xxxxxx Title: Managing Director PALLADIN OVERSEAS FUND LTD. By: THE PALLADIN GROUP, L.P. Attorney-in-Fact By: /s/ Stevxx X. Xxxxxx -------------------------------------- Name: Stevxx X. Xxxxxx Title: Managing Director DeAM XXXVERTIBLE ARBITRAGE FUND, LTD. By: THE PALLADIN GROUP, L.P. Attorney-in-Fact By: /s/ Stevxx X. Xxxxxx -------------------------------------- Name: Stevxx X. Xxxxxx Title: Managing Director SIGNATURE PAGE TO APPLIEDTHEORY CORPORATION DEBENTURE PURCHASE AGREEMENT
Sample 1
APPLIEDTHEORY CORPORATION. By: ----------------------------------------------- Name: Title: Signature page to 5% Convertible Debenture of APPLIEDTHEORY CORPORATION
Sample 1
APPLIEDTHEORY CORPORATION. By: /s/ Dannx X. Xxxxxx ------------------------------------------ Title: Vice President - Corporate ------------------------------ Development and Western Operations ------------------------------------------ Name: Dannx X. Xxxxxx ------------------------------------ STOCKHOLDERS: /s/ Art Borrxxx -------------------------------- Art Borrxxx /s/ Rogex Xxxxx -------------------------------- Rogex Xxxxx /s/ Tim Xxxxxxxxx -------------------------------- Tim Xxxxxxxxx
Sample 1
APPLIEDTHEORY CORPORATION. By: ------------------------------------------- Name: Title: FASTNET ACQUISITION CORP. By: ------------------------------------------- Name: Title: By its signature below, FASTNET Corporation, a Pennsylvania corporation, hereby unconditionally and irrevocably guarantees the due and punctual payment and performance by the Purchaser of all agreements and obligations of the Purchaser under this Agreement and under any other document, instrument or agreement executed by the Purchaser in connection with the transactions contemplated hereby. In furtherance of the foregoing, the undersigned shall be deemed to be separately liable for each of the agreements and obligations of the Purchaser in connection with the transactions contemplated hereby, and the undersigned's liability for such agreements and obligations shall not be affected by any bankruptcy, insolvency, dissolution or similar condition or event relating to the Purchaser. FASTNET CORPORATION By: -------------------------------------------------- Name: Title: SCHEDULE 1.1 ACQUIRED ASSETS SCHEDULE 1.2 DESIGNATED CONTRACTS SCHEDULE 3.3 CONSENTS AND APPROVALS SCHEDULE 3.6 CONTRACTS SCHEDULE 3.7 LEASES SCHEDULE 3.9 INTELLECTUAL PROPERTY SCHEDULE 3.10 CUSTOMERS SCHEDULE 3.11
Sample 1
APPLIEDTHEORY CORPORATION. By: /s/ Davix X. Xxxxxx ----------------------------------------- DAVIX X. XXXXXX Chief Financial Officer FLEET NATIONAL BANK By: /s/ Davix X. Xxxxxx ----------------------------------------- DAVIX X. XXXXXX Vice President
Sample 1
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Related to APPLIEDTHEORY CORPORATION

  • Liability Solely Corporate No recourse shall be had for the payment of the principal of or premium, if any, or interest, if any, on any Securities, or any part thereof, or for any claim based thereon or otherwise in respect thereof, or of the indebtedness represented thereby, or upon any obligation, covenant or agreement under this Indenture, against any incorporator, stockholder, officer or director, as such, past, present or future of the Company or of any predecessor or successor corporation (either directly or through the Company or a predecessor or successor corporation), whether by virtue of any constitutional provision, statute or rule of law, or by the enforcement of any assessment or penalty or otherwise; it being expressly agreed and understood that this Indenture and all the Securities are solely corporate obligations, and that no personal liability whatsoever shall attach to, or be incurred by, any incorporator, stockholder, officer or director, past, present or future, of the Company or of any predecessor or successor corporation, either directly or indirectly through the Company or any predecessor or successor corporation, because of the indebtedness hereby authorized or under or by reason of any of the obligations, covenants or agreements contained in this Indenture or in any of the Securities or to be implied herefrom or therefrom, and that any such personal liability is hereby expressly waived and released as a condition of, and as part of the consideration for, the execution of this Indenture and the issuance of the Securities. ARTICLE FIFTEEN

  • Employment of Consultants Part A: General Consultants’ services shall be procured in accordance with the provisions of the Introduction and Section IV of the “Guidelines: Selection and Employment of Consultants by World Bank Borrowers” published by the Bank in January 1997 and revised in September 1997 and January 1999 (the Consultant Guidelines) and the following provisions of Section II of this Schedule. Part B: Quality- and Cost-based Selection

  • Holdings by Corporation Disregarded In determining whether Registered Warrantholders holding Warrants evidencing the entitlement to acquire the required number of Common Shares are present at a meeting of Registered Warrantholders for the purpose of determining a quorum or have concurred in any consent, waiver, Extraordinary Resolution, Warrantholders’ Request or other action under this Indenture, Warrants owned legally or beneficially by the Corporation shall be disregarded in accordance with the provisions of Section 10.7.

  • Status of Shares and Limitation of Personal Liability Shares shall be deemed to be personal property giving only the rights provided in this instrument and the By-Laws of the Trust. Every Shareholder by virtue of having become a Shareholder shall be held to have expressly assented and agreed to the terms hereof. The death of a Shareholder during the existence of the Trust shall not operate to terminate the Trust, nor entitle the representative of any deceased Shareholder to an accounting or to take any action in court or elsewhere against the Trust or the Trustees, but shall entitle such representative only to the rights of said deceased Shareholder under this Declaration of Trust. Ownership of Shares shall not entitle a Shareholder to any title in or to the whole or any part of the Trust Property or right to call for a partition or division of the same or for an accounting, nor shall the ownership of Shares constitute the Shareholders as partners or joint venturers. Neither the Trust nor the Trustees, nor any officer, employee or agent of the Trust shall have any power to bind personally any Shareholder, or to call upon any Shareholder for the payment of any sum of money or assessment whatsoever other than such as the Shareholder may at any time agree to pay.

  • Indemnification for Expenses of an Indemnitee Who is Wholly or Partially Successful Notwithstanding any other provision of this Agreement, and without limiting any such provision, to the extent that Indemnitee was or is, by reason of Indemnitee’s Corporate Status, made a party to (or otherwise becomes a participant in) any Proceeding and is successful, on the merits or otherwise, in the defense of such Proceeding, the Company shall indemnify Indemnitee for all Expenses actually and reasonably incurred by Indemnitee or on Indemnitee’s behalf in connection therewith. If Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, as to one or more but less than all claims, issues or matters in such Proceeding, the Company shall indemnify Indemnitee under this Section 7 for all Expenses actually and reasonably incurred by Indemnitee or on Indemnitee’s behalf in connection with each such claim, issue or matter, allocated on a reasonable and proportionate basis. For purposes of this Section 7 and, without limitation, the termination of any claim, issue or matter in such a Proceeding by dismissal, with or without prejudice, shall be deemed to be a successful result as to such claim, issue or matter.

  • No Personal Liability of Directors, Officers, Employees and Shareholders No past, present or future director, officer, employee, incorporator or shareholder of the Company, as such, will have any liability for any obligations of the Company under the Indenture or the Notes or for any claim based on, in respect of, or by reason of, such obligations or their creation. By accepting any Note, each Holder waives and releases all such liability. Such waiver and release are part of the consideration for the issuance of the Notes.

  • No Personal Liability of Directors, Officers, Employees and Stockholders No past, present or future director, officer, employee, incorporator or stockholder of the Company, as such, will have any liability for any obligations of the Company under the Indenture or the Notes or for any claim based on, in respect of, or by reason of, such obligations or their creation. By accepting any Note, each Holder waives and releases all such liability. Such waiver and release are part of the consideration for the issuance of the Notes.

  • Incorporators, Stockholders, Officers and Directors of Company Exempt from Individual Liability No recourse under or upon any obligation, covenant or agreement contained in this Indenture or any indenture supplemental hereto, or in any Security or any coupons appertaining thereto, or because of any indebtedness evidenced thereby, shall be had against any incorporator, as such or against any past, present or future stockholder, officer, director or employee, as such, of the Company or of any successor, either directly or through the Company or any successor, under any rule of law, statute or constitutional provision or by the enforcement of any assessment or by any legal or equitable proceeding or otherwise, all such liability being expressly waived and released by the acceptance of the Securities and the coupons appertaining thereto by the holders thereof and as part of the consideration for the issue of the Securities and the coupons appertaining thereto.

  • Liability of Consultant In furnishing the Company with management advice and other services as herein provided, Consultant shall not be liable to the Company or its creditors for errors of judgment or for anything except malfeasance or gross negligence in the performance of his duties or reckless disregard of the obligations and duties under the terms of this Agreement. It is further understood and agreed that Consultant may rely upon information furnished to it reasonably believed to be accurate and reliable and that, except as set forth herein in the first paragraph of this Section 12, Consultant shall not be accountable for any loss suffered by the Company by reason of the Company's action or non-action on the basis of any advice, recommendation or approval of Consultant. The parties further acknowledge that Consultant undertakes no responsibility for the accuracy of any statements to be made by management contained in press releases or other communications, including, but not limited to, filings with the Securities and Exchange Commission and the National Association of Securities Dealers, Inc.

  • Employment of Consultants Part A General Consultants’ services shall be procured in accordance with the provisions of the Introduction and Section IV of the “Guidelines: Selection and Employment of Consultants by World Bank Borrowers” published by the Bank in January 1997 and revised in September 1997 and January 1999 (the Consultant Guidelines) and the following provisions of Section II of this Schedule. Part B: Quality- and Cost-based Selection

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