Correction of Exhibits Sample Clauses

Correction of Exhibits. As of the date of this Assignment and Assumption Agreement, each of GM and Delphi agrees that it is not aware of any omissions or misstatement contained in Exhibit A or Exhibit B. Each party agrees further that it will use its best efforts to confirm the accuracy and completeness of the information contained in Exhibit A or Exhibit B, and that it will promptly notify the other party in writing if and when it becomes aware of any misstatements or omissions. Unless either party promptly objects, Exhibit A and Exhibit B, as amended by such notices, will be deemed final, complete, and correct as of June 30, 1999.
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Correction of Exhibits. It is the intent of McMoRan to convey, sell, grant and assign, and El Paso to purchase and receive all of the Assets. If El Paso or McMoRan discovers at any time prior to Closing that any Assets are not described on Exhibits "A" or "B," or is not sufficiently described on any such Exhibits in order to transfer title to El Paso as set forth in this Purchase Agreement, the Parties shall amend such Exhibit to include a sufficient description to assign title to such Assets to El Paso and such Exhibit, as so amended, shall be the Exhibit used to describe the Assets to be assigned to El Paso; provided, however, that no such amendment shall become effective unless and until El Paso shall have agreed thereto, which agreement of El Paso shall be made in its sole discretion.
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Correction of Exhibits. It is the intent of the IPP Parties to convey, grant and assign, and the Partnership to receive all the Assets, except for the Excluded Assets, without any warranty of title by the IPP Parties (express, implied or statutory) but subject to the Partnership's remedies for Title Defects as expressly provided in Article IV. If the Partnership or the IPP Parties discover at any time prior to Closing that any Assets are not described on Exhibit A, or not sufficiently described on such Exhibit in order to transfer legal title to the Partnership and the other Parties hereto agree, then the Parties shall amend such Exhibit to include a sufficient description to assign title to such Assets to the Partnership and such Exhibit, as so amended, shall be the Exhibit used to describe the Assets to be assigned to the Partnership.
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Correction of Exhibits. Section 6.2
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Correction of Exhibits. (a) Exhibits A, B, C, and I attached hereto on the date of this Agreement were prepared by DOE or by the M&O Contractor at the request of DOE. DOE has utilized its best efforts to assure that such Exhibits are accurate and complete. However, DOE and USEC recognize that the Exhibits may not identify all property related to and useful in USEC's purposes regarding AVLIS or all Patents and that there may be a need to add to or subtract from AVLIS Property or Intellectual Property transferred or deemed to be transferred pursuant to this Agreement. Accordingly, subject to mutual agreement of the parties, any list or description of the AVLIS Property in Exhibit A, B, and I, which is subject to the option of Section 3.1 and any list of Patents on Exhibit C subject to transfer under Article IV may be modified from time to time to add property or Patents, as the case may be, that is related to and useful in performance of USEC's purposes regarding the AVLIS Program, or to delete any property or Patents.
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Correction of Exhibits. It is the intent of Sellers to convey, sell, grant and assign, and Buyer to purchase and receive all the Assets, except for the Excluded Assets, without any warranty of title by Sellers (express, implied or statutory) but subject to Buyer's remedies for Title Defects as expressly provided in Article IV. If Buyer or Sellers discover at any time prior to Closing that any Assets are not described on Exhibits A or C, or not sufficiently described on any such Exhibits in order to transfer legal title to Buyer and the other Parties hereto agree, then the Parties shall amend such Exhibit to include a sufficient description to assign title to such Assets to Buyer and such Exhibit, as so amended, shall be the Exhibit used to describe the Assets to be assigned to Buyer.
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Related to Correction of Exhibits

  • INTEGRATION OF EXHIBITS All Exhibits attached to this Agreement are integral parts of this Agreement as if fully set forth herein, and all statements appearing therein shall be deemed disclosed for all purposes and not only in connection with the specific representation in which they are explicitly referenced.

  • Incorporation of Exhibits The Exhibits identified in this Agreement are incorporated herein by reference and made a part hereof.

  • ENUMERATION OF EXHIBITS The following Exhibits attached hereto are a part of this Lease, are incorporated herein by reference, and are to be treated as a part of this Lease for all purposes. Undertakings contained in such Exhibits are agreements on the part of Landlord and Tenant, as the case may be, to perform the obligations stated therein to be performed by Landlord and Tenant, as and where stipulated therein. Exhibit A — Legal Description of the Project Exhibit C — Landlord’s Services Exhibit D — Floor Plans of Fifth Floor Area and Lab Support Area Exhibit D-1 — Floor Plan of Terrace Area Exhibit D-2 — Floor Plan of RFO Premises Exhibit E — Form of Declaration Affixing the Commencement Date of Lease Exhibit F — Landlord’s Work Exhibit G — Forms of Lien Waivers Exhibit H — Broker Determination of Prevailing Market Rent Exhibit I — List of Mortgages Exhibit J — Form of Letter of Credit Exhibit K — Form of Subordination, Non-Disturbance and Attornment Agreement Exhibit L — I Cubed Required Information Exhibit M — List of Tenant’s Hazardous Materials Exhibit N — Schedule of Certain System Repair and Maintenance Responsibilities

  • Incorporation of Exhibits, Annexes, and Schedules The Exhibits, Annexes, and Schedules identified in this Agreement are incorporated herein by reference and made a part hereof.

  • INDEX OF EXHIBITS Exhibit A Purchase Price Note Exhibit B Stock Pledge and Security Agreement Exhibit C Employment Agreement of Xxxx Xxxxxx Exhibit D Employment Agreement of Xxxxxx Xxxxxx Exhibit E Employment Agreement of Xxxxx Xxxxxx Exhibit F Escrow Agreement INDEX OF SCHEDULES Schedule 2.6 Capitalization of MTLM Schedule 3.1 Jurisdictions in which Qualified to do Business Schedule 3.4 Capitalization of Reserve and the Company Schedule 3.5 Shareholders; Partners Schedule 3.6 Violations; Conflicts; etc. Schedule 3.8 Subsidiaries Schedule 3.9 Financial Statements Schedule 3.10 Changes since the Current Balance Sheet Date Schedule 3.11 Liabilities Schedule 3.12 Litigation Schedule 3.13 Environmental Matters Schedule 3.14(a) Owned Real Estate Schedule 3.14(b) Leases Schedule 3.15 Title to and Condition of Assets Schedule 3.16 Compliance with Laws Schedule 3.17 Labor and Employment Matters Schedule 3.18 Employee Benefit Plans Schedule 3.19 Tax Matters Schedule 3.20 Insurance Schedule 3.22 Licenses and Permits Schedule 3.23 Relationships with Customers and Suppliers Schedule 3.24 Intellectual Property Schedule 3.25 Contracts Schedule 3.26 Material Customers Schedule 3.30 Names Schedule 4.1 Conduct of Business Pending Closing Schedule 5.14 Employee Warrants Schedule 11.1 Missing Due Diligence Items and Schedules PURCHASE AGREEMENT This Purchase Agreement (this "Agreement") is entered into effective as of January 17, 1997, by and among Metal Management, Inc., a Delaware corporation ("MTLM"); X. Xxxxxx Iron & Metal, Inc., an Ohio corporation (the "Company") and the sole general partner of Reserve Iron & Metal Limited Partnership, a Delaware limited partnership ("Reserve"); and Xxxx X. Xxxxxx, Xxxxxx Xxxxxx and Xxxxx Xxxxxx, who constitute all of the shareholders of the Company (together, the "Shareholders"). Certain other capitalized terms used herein are defined in ARTICLE XI or elsewhere throughout this Agreement.

  • Incorporation of Exhibits and Schedules The Exhibits and Schedules identified in this Agreement are incorporated herein by reference and made a part hereof.

  • LIST OF EXHIBITS List below all exhibits filed as part of this Statement of Eligibility and Qualification.

  • Incorporation of Schedules and Exhibits The Schedules and Exhibits identified in this Agreement are incorporated herein by reference and made a part hereof.

  • LIST OF EXHIBITS AND SCHEDULES Exhibit A-1 Form of Canadian Revolver Note Exhibit A-2 Form of U.S. Revolver Note Exhibit A-3 Form of U.K. Revolver Note Exhibit B Assignment and Acceptance Exhibit C Assignment Notice Exhibit D Form of Compliance Certificate Exhibit E Form of Debenture Schedule E-1 Existing Letters of Credit Schedule 1.1 Commitments of Lenders Schedule 1.1A Mandatory Cost Formulae Schedule 1.1C U.K. Eligible Foreign Accounts Schedule 1.1D U.K. Non-Bank Lenders Schedule 5.9.9 Treaty Lenders under HMRC DT Passport Scheme Schedule 8.6.1 Business Locations Schedule 9.1.9 Environmental Matters Schedule 9.1.12 ERISA Compliance Schedule 9.1.13 Names and Capital Structure Schedule 9.1.21 Labor Contracts Schedule 10.2.1 Existing Liens Schedule 10.2.2 Permitted Investments Schedule 10.2.3 Permitted Debt SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT THIS SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT is dated as of December 22, 2011, among CALLAWAY GOLF COMPANY, a Delaware corporation (“Parent”), CALLAWAY GOLF SALES COMPANY, a California corporation (“Callaway Sales”), CALLAWAY GOLF BALL OPERATIONS, INC., a Delaware corporation (“Callaway Operations”, and together with Parent and Callaway Sales, collectively, “U.S. Borrowers”), CALLAWAY GOLF CANADA LTD., a Canada corporation (“Canadian Borrower”) CALLAWAY GOLF EUROPE LTD., a company organized under the laws of England (registered number 02756321) (“U.K. Borrower” and together with the U.S. Borrowers and the Canadian Borrower, collectively, “Borrowers”), the other Obligors party to this Agreement from time to time, the financial institutions party to this Agreement from time to time as lenders (collectively, “Lenders”), and BANK OF AMERICA, N.A., a national banking association, as administrative agent and as security trustee for the Lenders (“Agent”).

  • Accuracy of Exhibits There are no contracts or documents which are required to be described in the Registration Statement, the General Disclosure Package or the Prospectus or to be filed as exhibits to the Registration Statement which have not been so described and filed as required.

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