ARTICLE VIII Miscellaneous. 22 Exhibit A Form of Convertible Preferred Share Exhibit B Form of Warrant Exhibit C Form of Registration Rights Agreement Exhibit D Conversion Procedures Exhibit E Form of Escrow Agreement Exhibit F Form of Power of Attorney Exhibit G Form of Legal Opinion Exhibit H Form of Termination Warrant Schedule 1 List of Purchasers Schedule 3.1(a) Subsidiaries Schedule 3.1(c) Capitalization Schedule 3.1(e) Conflicts Schedule 3.1(f) Required Consents and Approvals Schedule 3.1(g) Litigation Schedule 3.1(h) No Defaults of Violations Schedule 6.1 Form 8-K Disclosure Obligations SERIES A PREFERRED STOCK PURCHASE AGREEMENT THIS AGREEMENT, dated as of July 13, 2000 (this "Agreement"), is by and among A Sure eCommerce, Inc., a Nevada corporation, with its executive offices at 000 Xxxx Xxxxxxx, Xxxxx 0000, Xxxxxxxxx, X.X., Xxxxxx X0X 0X0 (the "Company"), and the purchasers listed on Schedule 1 hereof (each individually, the "Purchaser" and collectively, the "Purchasers").
ARTICLE VIII Miscellaneous. 18 Section 1. Termination of the Trust...................................................................18 Section 2. Conversion to an Open-End Investment Company...............................................19 Section 3. Reorganization.............................................................................20 Section 4.
ARTICLE VIII Miscellaneous. 13 Schedule 1 List of Purchasers Schedule 3.1(a) Subsidiaries Schedule 3.1(c) Capitalization Schedule 3.1(f) Required Consents and Approvals Schedule 3.1(g) Litigation Schedule A List of Creditors COMMON STOCK PURCHASE AGREEMENT, dated as of June 8, 1999 (this "Agreement"), by and among Racom Systems, Inc., a Delaware corporation (the ----------- "Company"), and the purchasers listed on Schedule 1 attached hereto (each -------- individually, the "Purchaser" and collectively, the "Purchasers"). ----------
ARTICLE VIII Miscellaneous. 14 SECTION 8.1. Successors and Assigns.......................................... 14 SECTION 8.2. Amendments...................................................... 14 SECTION 8.3. Notices......................................................... 14 SECTION 8.4. Benefit......................................................... 15 SECTION 8.5. Governing Law................................................... 15 SECTION 8.6. Counterparts.................................................... 16 GUARANTEE AGREEMENT, dated as of _______________, 200__, executed and delivered by UNUMPROVIDENT CORPORATION, a Delaware corporation (the "Guarantor") having its principal office at 0 Xxxxxxxx Xxxxxx, Xxxxxxxxxxx, Xxxxxxxxx 00000, and THE CHASE MANHATTAN BANK, a banking corporation organized under the laws of the State of New York, as trustee (the "Guarantee Trustee"), for the benefit of the Holders (as defined herein) from time to time of the Preferred Securities (as defined herein) of [UNUMPROVIDENT FINANCING TRUST __], a Delaware business trust (the "Issuer").
ARTICLE VIII Miscellaneous. 14 Section 8.1. Successors and Assigns............................................. 14 Section 8.2. Amendments......................................................... 14 Section 8.3. Notices............................................................ 00 -x- XXXXXXXXX XXXXXXXXX, dated as of March 11, 1997, between STATE STREET BOSTON CORPORATION, a Massachusetts corporation (the "Guarantor"), having its principal office at 000 Xxxxxxxx Xxxxxx, Xxxxxx, Xxxxxxxxxxxxx 00000, and THE FIRST NATIONAL BANK OF CHICAGO, a national banking association, as trustee (the "Guarantee Trustee"), for the benefit of the Holders (as defined herein) from time to time of the Capital Securities (as defined herein) of STATE STREET INSTITUTIONAL CAPITAL B, a Delaware statutory business trust (the "Issuer Trust"). Recitals of the Corporation Whereas, pursuant to an Amended and Restated Trust Agreement, dated as of March 11, 1997 (the "Trust Agreement"), among State Street Boston Corporation, as Depositor, the Property Trustee and the Delaware Trustee named therein and the holders from time to time of undivided beneficial interests in the assets of the Issuer Trust, the Issuer Trust is issuing $300,000,000 aggregate Liquidation Amount (as defined in the Trust Agreement) of its 8.035% Capital Securities, Series A (liquidation amount $1,000 per capital security) (the "Capital Securities"), representing preferred undivided beneficial interests in the assets of the Issuer Trust and having the terms set forth in the Trust Agreement; and
ARTICLE VIII Miscellaneous. 11 Section 8.01. Successors and Assigns............................................. 11 Section 8.02. Amendments......................................................... 11 Section 8.03. Notices............................................................ 12 Section 8.04. Benefit............................................................ 12 Section 8.05. Interpretation..................................................... 12 Section 8.06. Governing Law...................................................... 13
ARTICLE VIII Miscellaneous. 22 Exhibit A Form of Convertible Debenture Exhibit B Form of Warrant Exhibit C Form of Registration Rights Agreement Exhibit D Conversion Procedures Exhibit E Form of Escrow Agreement Exhibit F Form of Power of Attorney Exhibit G Form of Legal Opinion Exhibit H Form of Termination Warrant Schedule 1 List of Purchasers Schedule 3.1(a) Subsidiaries Schedule 3.1(c) Capitalization Schedule 3.1(e) Conflicts Schedule 3.1(f) Required Consents and Approvals Schedule 3.1(g) Litigation Schedule 3.1(h) No Defaults of Violations Schedule 6.1 Form 8-K Disclosure Obligations CONVERTIBLE DEBENTURE PURCHASE AGREEMENT THIS AGREEMENT, dated as of June 30, 2000 (this "Agreement"), is by and among SurgiLight, Inc., a Delaware corporation with its executive offices at 12001 Science Drive, Suite140, Orlando, Florida (the "Company"), and xxx xxxxxxxxxx xxxxxx xx Xxxxxxxx 0 xxxxxx (xxxh individually, the "Purchaser" and collectively, the "Purchasers").
ARTICLE VIII Miscellaneous. ..36 Section 8.1 No Waiver; Cumulative Remedies...............................36 Section 8.2 Amendments, Etc..............................................36 Section 8.3 Notice.......................................................37 Section 8.4 Participations...............................................37 Section 8.5 Disclosure of Information....................................37 Section 8.6 Costs and Expenses...........................................38 Section 8.7 Indemnification by Borrower..................................38 Section 8.8 Execution in Counterparts....................................38 Section 8.9 Binding Effect, Assignment...................................38 Section 8.10 Governing Law................................................39 Section 8.11 Waiver of Jury Trial.........................................40 Section 8.12
ARTICLE VIII Miscellaneous. 24 Exhibit A Form of Convertible Debenture Exhibit B Form of Warrant Exhibit C Form of Registration Rights Agreement Exhibit D Conversion Procedures Exhibit E Form of Escrow Agreement Exhibit F Form of Power of Attorney Exhibit G Form of Legal Opinion Exhibit H Form of Notice of Conversion Exhibit I Form of Notice of Exercise Exhibit J Form of Termination Warrant Schedule 1 List of Purchasers Schedule 3.1(a) Subsidiaries Schedule 3.1(c) Capitalization Schedule 3.1(e) Conflicts Schedule 3.1(f) Required Consents and Approvals Schedule 3.1(g) Litigation Schedule 3.1(h) No Default or Violation CONVERTIBLE DEBENTURE PURCHASE AGREEMENT THIS AGREEMENT, dated as of May 1, 2000 (this "Agreement"), is by and among INVU, Inc., a Colorado corporation with its executive offices at The Beren, Blisworth Hill Farm, Stoke Road, Blisworth, Northamptonshire (the "Company"), and the purchasers listed on Schedule 1 hereof (each individually, the "Purchaser" and collectively, the "Purchasers").
ARTICLE VIII Miscellaneous. 21 Loan No. 99-407 LOAN AGREEMENT This LOAN AGREEMENT (this "Agreement") is made this 30th day of December, 1999 among HELLXX XXXLTHCARE FINANCE, INC., a Delaware corporation ("Lender") and BALANCED CARE REALTY AT STATE COLLEGE, INC., a Delaware corporation, BALANCED CARE REALTY AT ALTOONA, INC., a Delaware corporation, BALANCED CARE REALTY AT LEWISTOWN, INC., a Delaware corporation, BALANCED CARE REALTY AT READING, INC., a Delaware corporation, BALANCED CARE REALTY AT BERWICK, INC., a Delaware corporation, BALANCED CARE REALTY AT PECKVILLE, INC., a Delaware corporation, BALANCED CARE REALTY AT SCRANTON, INC., a Delaware corporation, BALANCED CARE REALTY AT MARTINSBURG, INC., a Delaware corporation, BALANCED CARE REALTY AT MAUMELLE, INC., a Delaware corporation, BALANCED CARE REALTY AT SHERWOOD, INC., a Delaware corporation, BALANCED CARE REALTY AT MOUNTAIN HOME, INC., a Delaware corporation and BALANCED CARE REALTY AT MANSFIELD, INC., a Delaware corporation (collectively "Borrower").
