Assurance Letter Sample Clauses

Assurance Letter. 12 ARTICLE VI INDEMNIFICATION . . . . . . . . . . . . . . . . . . . . . . . . . 12 6.1 The Company's Indemnification . . . . . . . . . . . . . . . 12 6.2 Buyer's Indemnification . . . . . . . . . . . . . . . . . . 12
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Assurance Letter. The Company acknowledges that, based on the Business Plan through fiscal year 1998, the funding provided through the purchase of the Series B Preferred Stock and the availability of a credit line of $20 million guaranteed by Buyer, should (assuming the Company's timely receipt of $13.5 million in funding through payments contemplated to be payable to the Company under the Viper Development Agreement between the parties (dated June 25, 1997) or otherwise provided to the Company by Buyer after the date hereof and prior to March 31, 1998) avoid any cash flow shortages through fiscal year 1998. Based on the foregoing, Buyer and the Company agree that Buyer's obligations to the Company under that certain Letter dated June 18, 1997 from Buyer to the Company shall be fully satisfied and extinguished on and as of the Closing.
Assurance Letter. Buyer shall have received a letter of assurance from Seller’s trademark counsel stating: (A) that the information on Schedule 3.18(c) with respect to Seller’s trademarks and trade names is correct and that, to the knowledge of Seller’s trademark counsel, there has been no informal objection to the use of LANTERN or LANTERN COMMUNICATIONS for the goods identified in Schedule 3.18(c) in any of the countries, or the European Union, where the xxxx LANTERN COMMUNICATIONS is registered; (B) that there has been no formal complaint filed in any court or tribunal seeking to enjoin, or seeking damages for, the use of LANTERN COMMUNICATIONS for the goods identified in Schedule 3.18(c); (C) that to the knowledge of such counsel, there is no threatened litigation (to also include any alternative dispute resolution proceeding); and (D) that to the knowledge of such counsel, there has been no assignment or license or agreement affecting the trademark LANTERN COMMUNICATIONS or any registration in any country or the European Union for the goods recited Schedule 3.18(c).

Related to Assurance Letter

  • Negative Assurance Letter Xxxxxx Xxxxxx Xxxxxxxx LLP, special counsel to the Depositor and Ford Credit, will have delivered a negative assurance letter about the Registration Statement, the Preliminary Prospectus, the Time of Sale Information and the Prospectus.

  • Opinion and Negative Assurance Letter of Counsel for the Company Xxxxxx & Xxxxxxx LLP, counsel for the Company, shall have furnished to the Representatives, at the request of the Company, their written opinion and negative assurance letter, dated the Closing Date or the Additional Closing Date, as the case may be, and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives.

  • Opinion and Negative Assurance Letter of Counsel for the Underwriters The Representatives shall have received on and as of the Closing Date or the Additional Closing Date, as the case may be, an opinion and negative assurance letter of Xxxxxx LLP, counsel for the Underwriters, with respect to such matters as the Representatives may reasonably request, and such counsel shall have received such documents and information as they may reasonably request to enable them to pass upon such matters.

  • Company Counsel Opinions On the Closing Date and/or the Option Closing Date, the Representative shall have received

  • Company Counsel Legal Opinions The Agent shall have received the opinions and negative assurance letters, as applicable, of Company Counsel and Intellectual Property Counsel required to be delivered pursuant to Section 7(n) and Section 7(o), as applicable, on or before the date on which such delivery of such opinions and negative assurance letters are required pursuant to Section 7(n) and Section 7(o), as applicable.

  • Company Counsel Legal Opinion Cowen shall have received the opinions of Company Counsel required to be delivered pursuant to Section 7(n) on or before the date on which such delivery of such opinion is required pursuant to Section 7(n).

  • Adequate Assurance Landlord and Tenant acknowledge that, pursuant to the Code, Landlord is entitled to adequate assurances of future performance of the provisions of this Lease. The parties agree that the term “adequate assurance” shall include at least the following:

  • Reliance Letters Counsel to NMAC, the Depositor or the Titling Trustee shall provide reliance letters to the Representative, as representative of the Underwriters, relating to each legal opinion relating to the transactions contemplated by this Agreement rendered to the Owner Trustee, the Titling Trustee or any of the Rating Agencies (or the Representative, as representative for the Underwriters, shall be an addressee to each such legal opinion).

  • Opinion of Regulatory Counsel for the Company XxXxxxxxx Will & Xxxxx LLP, regulatory counsel for the Company, shall have furnished to the Representatives, at the request of the Company, their written opinion, dated the Closing Date or the Additional Closing Date, as the case may be, and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives.

  • Future Assurances Each of the Assignor and the Assignee mutually agrees to cooperate at all times from and after the date hereof with respect to any of the matters described herein, and to execute such further deeds, bills of sale, assignments, releases, assumptions, notifications or other documents as may be reasonably requested for the purpose of giving effect to, evidencing or giving notice of the assignment evidenced hereby.

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