IN WITNESS of which this document has been executed Sample Clauses

IN WITNESS of which this document has been executed and delivered as a deed the day and year first before written. SIGNED as a DEED ) by: ) as attorney for and on behalf of ) SANTANDER UK PLC ) ) in the presence of: ) Signature of witness: Name of witness: Address of witness: Occupation of witness: ANNEXURE REFERRED TO IN THE FOREGOING ASSIGNMENT Account No. Capital Balance Transfer Date Property address Region Postcode Programme SCHEDULE 8 NEW PORTFOLIO NOTICE Dated [ ]
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IN WITNESS of which this document has been executed as a deed and delivered on the date stated at the beginning of this Deed. 193 Executed and Delivered as a Deed by ) [name of Obligor] in the presence of: ) ) Per: Title: Director/Attorney-in-Fact Name: Witness’s Signature (Name) (Address) (Occupation) Executed as a deed BNP PARIBAS acting by [a director and its Director [secretary/two directors]] [Secretary/Director] [Address: Fax Number: Department: Attention:] Executed as a deed [name of Subordinated Party] acting by [a director and its Director [secretary/two directors]] [Secretary/Director] [Address: 194 Fax Number: Department: Attention:] 195 Schedule 15 Form of Sources and Uses Statement “A” is the aggregate of: $ 000’s “B” is the aggregate of: $ 000’s Net Cash Flow minus Facility debt service (ds) for next 12 months as derived from latest Forecast committed exploration and appraisal costs for next 12 month period, not included in Net Cash Flow calculation, for Obligor group Net free cash-flows after ds for next 12 month period from KEO assets other than the Borrowing Base Assets from Obligor group corporate cash-flow model using same economic assumptions as in Forecast committed development costs, not included in Net Cash Flow calculation, for the next 12 months for Obligor group Cash balance of KEO excluding balances of accounts used as collateral for Secured LCs or other specific purposes (other than such balances securing amounts taken into account in “B”) payment obligations under rigs contracts or other similar operational contracts, for the next 12 months, not included in the Net Cash Flow, for Obligor group Total Available Facility Amount less Relevant Capital Expenditures payment obligations under a sale and purchase agreement in the context of an acquisition or otherwise, not included in the Net Cash Flow, for Obligor group for the next 12 months any off balance sheet or contingent liability as per the capital commitments noted in the latest consolidated financials for KEO which could reasonably be expected to entail a cash outflow for the next 12 months Any other committed undrawn and uncancelled amount available under any other external finance source of KEO approximate dividends or other shareholder payments projected to be paid by KEO for the next 12 months (or in case of Borrower level, by Borrower) Amount provided by a person/persons to KEO or Obligors made available for the purpose of meeting projected liabilities unrelated to the Borrowing Base Assets that the Facility Agent is sati...
IN WITNESS of which this document has been executed and delivered as a deed on the date which first appears on page 1 above. EXECUTED as a DEED by ) SUPERIOR ENERGY SERVICES (UK) LIMITED ) /s/ Xxxxxx X. Xxxxxx acting by ) and ) /s/ Xxxxxxx X. Xxxxxxx EXECUTED as a DEED by ) XXXXXX MARINE SUBSEA ) INTERNATIONAL PLC ) ) acting by ) /s/ Xxxxxxx Xxxx and ) /s/ Xxxx Xxxxx EXECUTED as a DEED by ) SUPERIOR ENERGY ) SERVICES, INC. ) acting by ) /s/ Xxxxxx X. Xxxxxx and ) /s/ Xxxxxxx X. Xxxxxxxxx
IN WITNESS of which this document has been executed and delivered as a deed the day and year first before written. SIGNED as a DEED ) by: ) as attorney for and on behalf of ) SANTANDER UK PLC ) ) in the presence of: ) Signature of witness: Name of witness: Address of witness: Occupation of witness: ANNEXURE REFERRED TO IN THE FOREGOING ASSIGNMENT Account No. Capital Balance Transfer Date Property address Region Postcode Programme SCHEDULE 8 SANTANDER UK PLC POLICIES INSURANCE ACKNOWLEDGEMENT ON THE HEADED NOTEPAPER OF EACH OF THE SANTANDER UK PLC POLICY INSURERS To: Santander UK PLC (the Seller) 0 Xxxxxx Xxxxxx Xxxxxx'x Xxxxx Xxxxxx XX0 0XX Xxxxxx Trustees Limited (the Mortgages Trustee) 0 Xxxxxx Xxxxxx Xxxxxx'x Xxxxx Xxxxxx XX0 0XX Xxxxxx Funding Limited (Funding) 0 Xxxxxx Xxxxxx Xxxxxx'x Xxxxx Xxxxxx XX0 0XX The Bank of New York Mellon, acting through its London Branch (the Security Trustee) 00xx Xxxxx Xxx Xxxxxx Xxxxxx Xxxxxx X00 0XX [DATE] Dear Sirs, Santander UK PLC Policies We refer to the home insurance policies issued or to be issued by the Seller on our behalf to borrowers in respect of properties mortgaged by such borrowers to the Seller on or after [ ], 20[ ], and in respect of which the Seller and the borrower is named or will be named as the insured (the Santander UK plc Policies). The Seller has informed us that:

Related to IN WITNESS of which this document has been executed

  • IN WITNESS OF WHICH the Parties have duly executed this Agreement on the dates set forth below, with an effective date of June 24, 2016. GRAN TIERRA ENERGY CANADA ULC, an Alberta corporation GRAN TIERRA ENERGY INC., a Nevada corporation By: /s/ Gxxx X. Xxxxxx By: /s/ Gxxx X. Xxxxxx Name: Gxxx Xxxxxx Title: President & CEO Name: Gxxx Xxxxxx Title: President & CEO Date: June 24, 2016 Date: June 24, 2016 EXECUTIVE By: /s/ Sxxxx Xxxxxxxx SXXXX XXXXXXXX Date: June 24, 2016 SIGNED, SEALED & DELIVERED In the presence of:/s/ Jxx Xxxxx Witness Jxx Xxxxx Print Name

  • IN WITNESS OF the parties hereto have caused this Amended and Restated Trust Agreement to be duly executed by their respective officers hereunto duly authorized, as of the day and year first above written. CS FUNDING II DEPOSITOR LLC, as Depositor By: Name: Title: WILMINGTON TRUST COMPANY, as Owner Trustee By: Name: Title: Agreed and Acknowledged: CAPITALSOURCE FINANCE, LLC By: Name: Title: Trust Agreement EXHIBIT A TO THE AMENDED AND RESTATED TRUST AGREEMENT FORM OF TRUST CERTIFICATE THE INTEREST IN THE TRUST REPRESENTED BY THIS TRUST CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAWS. THIS TRUST CERTIFICATE MAY BE DIRECTLY OR INDIRECTLY OFFERED OR SOLD OR OTHERWISE DISPOSED OF BY THE HOLDER HEREOF ONLY TO (I) A “QUALIFIED INSTITUTIONAL BUYER” AS DEFINED IN RULE 144A UNDER THE ACT, IN A TRANSACTION THAT IS REGISTERED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS OR THAT IS EXEMPT FROM THE REGISTRATION REQUIREMENTS OF THE ACT PURSUANT TO RULE 144A OR (II) AN INSTITUTIONAL “ACCREDITED INVESTOR”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“EMPLOYEE BENEFIT PLAN” WITHIN THE MEANING OF SECTION 3(3) OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED, (B) A “PLAN” WITHIN THE MEANING OF SECTION 4975(E)(1) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED, OR (C) AN ENTITY WHOSE UNDERLYING ASSETS INCLUDE PLAN ASSETS BY REASON OF A PLAN’S INVESTMENT IN THE ENTITY (EACH, A “BENEFIT PLAN INVESTOR”), AND (II) IS NOT DIRECTLY OR INDIRECTLY PURCHASING SUCH TRUST CERTIFICATE ON BEHALF OF, AS INVESTMENT MANAGER OF, AS NAMED FIDUCIARY OF, AS TRUSTEE OF, OR WITH THE ASSETS OF A BENEFIT PLAN INVESTOR. THE TRANSFEREE OF THIS CERTIFICATE SHALL BE SUBJECT TO UNITED STATES FEDERAL WITHHOLDING TAX UNLESS THE CERTIFICATE REGISTRAR SHALL HAVE RECEIVED A CERTIFICATE OF NON-FOREIGN STATUS CERTIFYING AS TO THE TRANSFEREE’S STATUS AS A U.S. PERSON UNDER U.S. FEDERAL TAX LAW. THE OWNER TRUSTEE SHALL NOT EXECUTE, AND SHALL NOT COUNTERSIGN AND DELIVER, A TRUST CERTIFICATE IN CONNECTION WITH ANY TRANSFER OF THIS TRUST CERTIFICATE UNLESS THE TRANSFEROR SHALL HAVE PROVIDED TO THE OWNER TRUSTEE A CERTIFICATE, SIGNED BY THE TRANSFEREE, WHICH CERTIFICATE SHALL CONTAIN THE CONSENT OF THE TRANSFEREE TO ANY AMENDMENTS OF THE TRUST AGREEMENT AS MAY BE REQUIRED TO EFFECTUATE FURTHER THE RESTRICTIONS ON TRANSFER OF THE TRUST CERTIFICATES TO NON-PERMITTED FOREIGN HOLDERS, AND AN AGREEMENT BY THE TRANSFEREE THAT IT WILL NOT TRANSFER THIS TRUST CERTIFICATE WITHOUT PROVIDING TO THE OWNER TRUSTEE A SUBSTANTIALLY IDENTICAL CERTIFICATE, SIGNED BY THE PROSPECTIVE OWNER TO WHOM THIS TRUST CERTIFICATE IS TO BE TRANSFERRED. TRUST CERTIFICATE No. THIS CERTIFIES THAT [ ] (the “Owner”) is the registered owner of the Percentage Interest from time to time applicable to this Certificate pursuant to the terms of the Amended and Restated Trust Agreement referred to below or such other Percentage Interest as shall be set forth from time to time in Schedule 1 hereto in CapitalSource Funding II Trust (the “Trust”) existing under the laws of the State of Delaware and created pursuant to the Amended and Restated Trust Agreement dated as of September 17, 2003 (the “Trust Agreement”) between CS Funding II Depositor LLC. as Depositor and Wilmington Trust Company, not in its individual capacity but solely in its fiduciary capacity as owner trustee under the Trust Agreement (the “Owner Trustee”). Initially capitalized terms used but not defined herein have the meanings assigned to them in the Trust Agreement. The Owner Trustee, on behalf of the Issuer and not in its individual capacity, has executed this Trust Certificate by one of its duly authorized signatories as set forth below. This Trust Certificate is one of the Trust Certificates referred to in the Trust Agreement and is issued under and is subject to the terms, provisions and conditions of the Trust Agreement to which the holder of this Trust Certificate by virtue of the acceptance hereof agrees and by which the holder hereof is bound. Reference is hereby made to the Trust Agreement and the Sale and Servicing Agreement for the rights of the holder of this Trust Certificate, as well as for the terms and conditions of the Trust created by the Trust Agreement.

  • NOW THEREFORE THIS AGREEMENT WITNESSETH that, in consideration of the mutual covenants and provisos herein contained, THE PARTIES HERETO AGREE AS FOLLOWS:

  • IT WITNESS WHEREOF the parties hereto have caused this Agreement to be executed in their names and on their behalf under their seals by and through their duly authorized officers, as of the day and year first above written. ADVANTUS VENTURE FUND, INC. By------------------------------------------------- Xxxxxxx X. Xxxxxxxx, President Attest--------------------------------------------- Xxxxxxxxx X. Xxxxxxxxx, Treasurer THE MINNESOTA MUTUAL LIFE INSURANCE COMPANY By------------------------------------------------- Xxxxxx X. Xxxxxxx, Executive Vice President Attest--------------------------------------------- Xxxxxx X. Xxxxxxxxx, Senior Vice President, General Counsel and Secretary ADVANTUS CAPITAL MANAGEMENT, INC. By------------------------------------------------- Xxxxxxx X. Xxxxxxxx, President Attest--------------------------------------------- Xxxxxxx X. Xxxxxxxx, Second Vice President - Equity Investments SCHEDULE A TO THE SHAREHOLDER AND ADMINISTRATIVE SERVICES AGREEMENT for ADVANTUS VENTURE FUND, INC. (As amended July 21, 1999 and effective August 1, 1999) Minnesota Life shall receive, as compensation for its accounting, auditing, legal and other administrative services pursuant to this Agreement, a monthly fee determined in accordance with the following table: Monthly Administrative Services Fee ------------ $6,200.00 The above monthly fees shall be paid to Minnesota Life not later than five days following the end of each calendar quarter in which said services were rendered.

  • IN WITNESSETH WHEREOF the Original Owner, the Owner, and the Servicer have caused their names to be signed by their respective officers thereunto duly authorized as of the day and year first above written. ORIGINAL OWNER ___________________________________ By:________________________________ OWNER ___________________________________ By:________________________________ SERVICER GMAC MORTGAGE CORPORATION By:_______________________________ Name: Title: EXHIBIT I FORM OF ANNUAL CERTIFICATION Re: The [ ] agreement dated as of [ ], 200[ ] (the "Agreement"), among [IDENTIFY PARTIES] I, ________________________________, the _______________________ of [NAME OF COMPANY] (the "Company"), certify to [the Owner], [the Depositor], and the [Master Servicer] [Securities Administrator] [Trustee], and their officers, with the knowledge and intent that they will rely upon this certification, that:

  • IN WITNESS WEREOF the parties have caused this Agreement to be duly executed and delivered by their proper and duly authorized officers as of the date and year first written above. COMPANY: NEUROSIGMA, INC. a Delaware corporation By: Name: Title: [Signature Page for Note and Warrant Purchase Agreement] INVESTOR: [NAME] By: Name: Title:

  • IN WITNESS of which this Framework Agreement has been duly executed by the Parties. Signed duly authorised for and on behalf of the SUPPLIER Signature: ………………………………………………. Name: ………………………………………………. Position: ………………………………………………. Date ………………………………………………. [Guidance Note: this document should be signed by the same supplier entity that submitted the ITT.] Signed for and on behalf of the AUTHORITY Signature: ………………………………………………. Name: ………………………………………………. Position: ………………………………………………. Date ……………………………………………….

  • IN WITNESS THEREFORE that in consideration of the premises and subject to the conditions hereunder and in consideration of the sum of ONE DOLLAR ($1.00) now paid by the Indemnitee to the Indemnitor and other good and valuable consideration (the receipt and sufficiency of which is hereby acknowledged by the Indemnitor), the parties agree as follows:

  • IN WITNESS WHEREFORE the parties have signed this Agreement on the date first written above. COMPANY: HORIZON PHARMA, INC. HORIZON PHARMA USA, INC. By: Title: Chairman, President & CEO Print Name: Xxxxxxx X. Xxxxxxx /s/ Xxxxxxx X. Xxxxxxx Signature: As authorized agent of the Company EXECUTIVE: IRINA KONSTANTINOVSY /s/ Irina Konstantinovsy Irina Konstantinovsy, individually EXHIBIT A RELEASE AND WAIVER OF CLAIMS In consideration of the payments and other benefits set forth in Section 4.4 of the Executive Employment Agreement dated , (the “Employment Agreement”), to which this form is attached, I, Xxxxx Xxxxxxxxxxxxxxx, hereby furnish Horizon Pharma, Inc. and Horizon Pharma USA, Inc. (together the “Company”), with the following release and waiver (“Release and Waiver”). In exchange for the consideration provided to me by the Employment Agreement that I am not otherwise entitled to receive, I hereby generally and completely release the Company and its directors, officers, employees, shareholders, partners, agents, attorneys, predecessors, successors, parent and subsidiary entities, insurers, Affiliates, and assigns from any and all claims, liabilities and obligations, both known and unknown, that arise out of or are in any way related to events, acts, conduct, or omissions occurring relating to my employment or the termination thereof prior to my signing this Release and Waiver. This general release includes, but is not limited to: (1) all claims arising out of or in any way related to my employment with the Company or the termination of that employment; (2) all claims related to my compensation or benefits from the Company, including, but not limited to, salary, bonuses, commissions, vacation pay, expense reimbursements, severance pay, fringe benefits, stock, stock options, or any other ownership interests in the Company; (3) all claims for breach of contract, wrongful termination, and breach of the implied covenant of good faith and fair dealing; (4) all tort claims, including, but not limited to, claims for fraud, defamation, emotional distress, and discharge in violation of public policy; and (5) all federal, state, and local statutory claims, including, but not limited to, claims for discrimination, harassment, retaliation, attorneys’ fees, or other claims arising under the federal Civil Rights Act of 1964 (as amended), the federal Americans with Disabilities Act of 1990, the federal Age Discrimination in Employment Act of 1967 (as amended) (“ADEA”), the Illinois Human Rights Act, the Illinois Equal Pay Act, the Illinois Religious Freedom Restoration Act, and the Illinois Genetic Information Privacy Act. Notwithstanding the foregoing, this Release and Waiver, shall not release or waive my rights: to indemnification under the articles and bylaws of the Company or applicable law; to payments under Sections of the Employment Agreement; under any provision of the Employment Agreement that survives the termination of that agreement; under any applicable workers’ compensation statute; under any option, restricted share or other agreement concerning any equity interest in the Company; as a shareholder of the Company or any other right that is not waivable under applicable law. I acknowledge that, among other rights, I am waiving and releasing any rights I may have under ADEA, that this Release and Waiver is knowing and voluntary, and that the consideration given for this Release and Waiver is in addition to anything of value to which I was already entitled as an executive of the Company. If I am 40 years of age or older upon execution of this Release and Waiver, I further acknowledge that I have been advised, as required by the Older Workers Benefit Protection Act, that: (a) the release and waiver granted herein does not relate to claims under the ADEA which may arise after this Release and Waiver is executed; (b) I should consult with an attorney prior to executing this Release and Waiver; and (c) I have twenty-one (21) days from the date of termination of my employment with the Company in which to consider this Release and Waiver (although I may choose voluntarily to execute this Release and Waiver earlier); (d) I have seven (7) days following the execution of this Release and Waiver to revoke my consent to this Release and Waiver; and (e) this Release and Waiver shall not be effective until the seven (7) day revocation period has expired unexercised. If I am less than 40 years of age upon execution of this Release and Waiver, I acknowledge that I have the right to consult with an attorney prior to executing this Release and Waiver (although I may choose voluntarily not to do so); and (c) I have five (5) days from the date of termination of my employment with the Company in which to consider this Release and Waiver (although I may choose voluntarily to execute this Release and Waiver earlier). I acknowledge my continuing obligations under my Confidential Information and Inventions Agreement dated , . Pursuant to the Confidential Information and Inventions Agreement I understand that among other things, I must not use or disclose any confidential or proprietary information of the Company and I must immediately return all Company property and documents (including all embodiments of proprietary information) and all copies thereof in my possession or control. I understand and agree that my right to the payments and other benefits I am receiving in exchange for my agreement to the terms of this Release and Waiver is contingent upon my continued compliance with my Confidential Information and Inventions Agreement. This Release and Waiver, including my Confidential Information and Inventions Agreement dated , constitutes the complete, final and exclusive embodiment of the entire agreement between the Company and me with regard to the subject matter hereof. I am not relying on any promise or representation by the Company that is not expressly stated herein. This Release and Waiver may only be modified by a writing signed by both me and a duly authorized officer of the Company. Date: By:

  • IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the day and year first above written.

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