Execution by Newco Sample Clauses

Execution by Newco. Promptly after the formation of Newco, the Company will cause Newco to execute and deliver a counterpart to this Agreement by signing in the space provided on the signature page hereof, pursuant to which Newco shall, by so executing this Agreement, become a party to this Agreement as if Newco were an original party hereto and upon which this Agreement shall constitute a valid and binding agreement of Newco, enforceable in accordance with its terms. [Signature Pages Follow]
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Execution by Newco. At or prior to the Closing under the Exchange Agreement, ONS shall cause Newco to execute and deliver this agreement or a counterpart hereof, at which time Newco shall become a party to this agreement and be bound (and have all rights and obligations of the Company) hereunder. Each of the parties hereto hereby agrees to take or cause to be taken such further actions, and to execute and deliver such amendments hereto, as may be necessary or as may be reasonably requested in order to make Newco a party to this Agreement and be bound (and have all rights and obligations of the Company) hereunder.
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Execution by Newco. Promptly after the formation of Newco, the Company will cause Newco to execute and deliver a counterpart to this Agreement pursuant to which Newco shall, by so executing this Agreement, become a party to this Agreement as if Newco were an original party hereto and upon which this Agreement shall constitute a valid and binding agreement of Newco, enforceable in accordance with its terms. Upon execution of this Agreement by Newco in accordance with this Section 7.15, Newco shall be deemed to have made, as of the date of such execution, the representations and warranties contained in Sections 3.1, 3.2, 3.5, 3.6, 3.7, 3.8, 3.9, 3.10, 3.11, 3.19, 3.20, 3.22 and 3.23 of this Agreement to the holders as if all references contained therein to the Company were references to Xxxxx.
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Execution by Newco. Promptly after the filing of Newco's Articles of Incorporation with the Secretary of State of Minnesota, Quantech shall cause Newco to execute and deliver counterparts of this Agreement to each of Quantech and PE, upon which event Newco shall be a party to this Agreement and be bound by its obligations and covenants set forth herein.
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Execution by Newco. On the Closing Date, Newco shall have ------------------ entered into this Agreement by executing a supplemental signature page hereto, and the Initial Purchasers shall have received an executed copy thereof. If any condition specified in this Section 5 is not satisfied when and as required to be satisfied, this Agreement may be terminated by the Initial Purchasers by notice to the Issuers at any time on or prior to the Closing Date, which termination shall be without liability on the part of any party to any other party, except that Section 4, Section 6, Section 8 and Section 9 shall at all times be effective and shall survive such termination.
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Related to Execution by Newco

  • Execution by Facsimile Execution and delivery of this Agreement by facsimile transmission (including the delivery of documents in Adobe PDF format) shall constitute execution and delivery of this Agreement for all purposes, with the same force and effect as execution and delivery of an original manually signed copy hereof.

  • Acquisition by Seller The Asset was acquired by Seller in March 2021.

  • Termination by Sellers This Agreement may be terminated at any time prior to the Closing Date by Sellers as follows:

  • Termination by Parent This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time by Parent if:

  • Termination by Seller This Agreement may be terminated by Seller and the purchase and sale of the Station abandoned, if Seller is not then in material default, upon written notice to Buyer, upon the occurrence of any of the following:

  • Proof of Execution by Holders Subject to the provisions of Section 7.01, Section 7.02 and Section 9.05, proof of the execution of any instrument by a Holder or its agent or proxy shall be sufficient if made in accordance with such reasonable rules and regulations as may be prescribed by the Trustee or in such manner as shall be satisfactory to the Trustee. The holding of Notes shall be proved by the Note Register or by a certificate of the Note Registrar. The record of any Holders’ meeting shall be proved in the manner provided in Section 9.06.

  • Termination by Agreement In the event Practice and Business ------------------------ Manager shall mutually agree in writing, this Management Services Agreement may be terminated on the date specified in such written agreement.

  • INFORMAL ACTION BY MEMBERS Any action required to be taken at a meeting of the Members may be taken without a meeting, without prior notice and without a vote, if a consent or consents in writing, setting forth the action so taken, shall be signed by the Members having not less than the minimum number of votes that would be necessary to authorize or take such action at a meeting at which all Members entitled to vote thereon were present and voted with respect to the subject matter thereof.

  • Representation by Executive Executive hereby represents and warrants to Company that, as of the Effective Date, he is not party to any employment or other agreement or obligation with or to any third party which would preclude him from employment with Company and performing his obligations under this Agreement.

  • Cooperation by Holders The Partnership shall have no obligation to include Registrable Securities of a Holder in a Registration Statement or in an Underwritten Offering pursuant to Section 2.03(a) if such Holder has failed to timely furnish such information that the Partnership determines, after consultation with its counsel, is reasonably required in order for any registration statement or prospectus supplement, as applicable, to comply with the Securities Act.

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