Capacity Purchase Agreement Sample Clauses

Capacity Purchase Agreement. The Capacity Purchase Agreement ceases to be in full force and effect.
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Capacity Purchase Agreement. Part A ------ Notwithstanding anything to the contrary contained in the Capacity Purchase Agreement to which this Schedule II is attached (as amended, supplemented or otherwise modified from time to time, the "Capacity Purchase Agreement"): In exchange for the IRU interest granted pursuant to this Agreement and the Right of Use Agreement in any Purchased Capacity, the Purchaser shall, on or before (the "Initial Payment Due Date"), pay the Grantor (for the benefit of the Grantor and the benefit of the Subsidiary Grantors), in immediately available funds equal to an amount set out in the Payment Schedule attached hereto (the "Initial Payment"). Thereafter, the Purchaser shall pay the remaining balance of the Purchase Price for such Purchased Capacity quarterly, with the first such payment being due on the date which is three months after such Initial Payment Due Date and each remaining payment being due quarterly thereafter. Such payments shall be in the amounts set forth in Part B of Schedule II to this Agreement, it being understood that the aggregate amount paid will exceed the Purchase Price set forth in Schedule I because the amounts set forth in said Part B include an interest calculation. The amounts set forth in Part B of Schedule II to this Agreement may be prepaid, in whole or in part, by Purchaser at any time. In the event of prepayment, the installments shall be reduced to their present value calculated at 12% per annum, to the date of payment. Title in the IRU to the Purchased Capacity shall pass to Purchaser upon payment to the Grantor's Account of the amount specified in the first sentence of this paragraph. The parties agree to co-operate in good faith to structure payments hereunder so that the interest component thereof should not be subject to withholding taxes under current law (at the time the first payment is made hereunder) in the reasonable opinion of the Grantor and the Purchaser; provided that if in the Grantor's reasonable opinion such interest component will be, or if at any time prior to the first installment payment hereunder, the Internal Revenue Service asserts that such interest component is, subject to withholding taxes under current law, the Grantor will reduce the 12% per annum interest rate payable hereunder such that the total interest cost (including withholding taxes payable on such reduced interest rate) to the Purchaser will not exceed 12% per annum. The definition of the term "Purchase Price" contained in the Capaci...

Related to Capacity Purchase Agreement

  • Note Purchase Agreement The conditions precedent to the obligations of the Applicable Pass Through Trustees and the other requirements relating to the Aircraft and the Equipment Notes set forth in the Note Purchase Agreement shall have been satisfied.

  • Share Purchase Agreement 33- --------------------------------------------------------------------------------

  • Asset Purchase Agreement The transactions contemplated by the Asset Purchase Agreement shall have been consummated.

  • The Purchase Agreement This Agreement has been duly authorized, executed and delivered by the Company and the Guarantors.

  • Founder’s Purchase Agreement The Founder’s Purchase Agreement has been duly authorized, executed and delivered by the Company and the Sponsor, and is a valid and binding agreement of the Company and the Sponsor, enforceable against the Company and the Sponsor in accordance with its terms except as the enforceability thereof may be limited by bankruptcy, insolvency, or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability.

  • Amendments to the Receivables Purchase Agreement The Receivables Purchase Agreement is hereby amended as follows:

  • Receivables Purchase Agreement The Transferor, in its capacity as purchaser of Receivables from the RPA Seller under the Receivables Purchase Agreement, shall enforce the covenants and agreements of the RPA Seller as set forth in the Receivables Purchase Agreement, including its agreement to designate Additional Accounts as and when required in order for the Transferor to fulfill its undertakings in Section 2.06. The Transferor shall not amend, waive or otherwise modify the Receivables Purchase Agreement except in accordance with its terms.

  • Stock Purchase Agreement (a) Purchaser understands and agrees that the conversion of the Note into equity securities of the Company may require such Purchaser’s execution of certain agreements (in form reasonably agreeable to a majority in interest of the Purchasers) relating to the purchase and sale of such securities as well as registration, information and voting rights, if any, relating to such equity securities.

  • Sale Agreement The Sale Agreement is the only agreement pursuant to which the Seller purchases Collateral.

  • Terms of the Purchase Agreement The terms of the Purchase Agreement, including but not limited to Assignor's representations, warranties, covenants, agreements and indemnities relating to the Assumed Liabilities, are incorporated herein by this reference. Assignor acknowledges and agrees that the representations, warranties, covenants, agreements and indemnities contained in the Purchase Agreement shall not be superseded hereby but shall remain in full force and effect to the full extent provided therein. In the event of any conflict or inconsistency between the terms of the Purchase Agreement and the terms hereof, the terms of the Purchase Agreement shall govern.

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