Modified Agreements Sample Clauses

Modified Agreements. The Company shall use commercially reasonable efforts to modify each of the agreements listed on Schedule 8.2(j) hereto in the manner set forth on Schedule 8.2(j) in each case effective prior to or as of the Effective Time.
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Modified Agreements. The Company shall use commercially reasonable efforts to modify each of the agreements listed on Schedule 5.17 hereto in the manner set forth on Schedule 5.17 hereto effective as of the Closing, so that the required modifications are in effect immediately following the Closing.
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Modified Agreements. The Company shall use commercially reasonable efforts to modify each of the agreements listed on Schedule 7.2(g) hereto (the “Modified Agreements”) as reasonably directed by the Parent effective as of the Closing, so that the required modifications are in effect immediately following the Closing. The Company shall be responsible for making any payments required in connection with the Modified Agreements and shall indemnify, defend, protect and hold harmless Parent and the Company (as it exists after Closing) from all Losses arising from the same and shall reflect such payment or other Liability incurred by any Acquired Entity as of the Closing Date or anticipated to be incurred or payable after the Closing on the Statement of Expenses. In the event the Acquisition does not close for any reason, neither Parent nor Buyer shall have any Liability to any Acquired Entity, any Company Stockholder or any other Person for any costs, claims, Liabilities or damages resulting from the Company seeking to obtain such modifications.
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Modified Agreements. 39 SECTION 6.4 Joint Remuneration Planning Committee............................................................ 39
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Modified Agreements. Promptly following the date hereof, Parent and the Company will negotiate in good faith and use their respective reasonable best efforts to modify the Colony Technology Sharing Agreement dated March 22, 2004 (the "CTSA")and to enter into a proposed OEM arrangement between Parent and the Company, which terms shall include a payment commitment by the Company of $500,000 (subject to the satisfaction by Parent of Parent's obligations under such agreements), in form and upon terms to be mutually agreed by the parties (the "MODIFIED AGREEMENTS"). In addition to the foregoing, Parent and the Company shall enter into all required modifications to the CTSA as required by the Loan Agreement.
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Modified Agreements. The Company shall use commercially reasonable efforts to modify each of the agreements listed on Schedule 6.2(m) hereto (the “Modified Agreements”) in the manner set forth on Schedule 6.2(m) hereto effective as of and contingent upon the Closing, so that the required modifications are in effect immediately following the Closing. In the event the Company is required to make any payments in connection with the modification of any Modified Agreements, such payments shall be the responsibility of the Company and shall be paid by the Company prior to the Closing or, in the discretion of the Company, included in Company Third-Party Expenses in the Closing Statement Certificate.
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Related to Modified Agreements

  • Superseded Agreements This Service Agreement supersedes and cancels, as of the effective date hereof, the following Service Agreements: FTS1 37824 DELTA NATURAL GAS CO., INC. By: /s/Axxx X. Xxxxx Name: Axxx X. Xxxxx Title: Vice President – Operations and Engineering Date: September 30, 1994 COLUMBIA GULF TRANSMISSION COMPANY By: /s/ S. X. Xxxxxxx Name: S. X. Xxxxxxx Title: Vice President Date: 10/11/94 Appendix A to Service Agreement No. 43827 Revision No. 2 Under Rate Schedule FTS-1 Between (Transporter) Columbia Gulf Transmission Company and (Shipper) Delta Natural Gas Company, Inc., Sxxxxxx Division Transportation Demand Begin Date End Date Transportation Demand Dth/day Recurrence Interval November 1, 1994 October 31, 2010 860 1/1 – 12/31 November 1, 2010 October 31, 2015 860 1/1 – 12/31 Primary Receipt Points Begin Date End Date Measuring Point No. Measuring Point Name Maximum Daily Quantity (Dth/Day) Recurrence Interval November 1, 1994 October 31, 2010 2700010 CGT – Rayne 860 1/1 – 12/31 November 1, 2010 October 31, 2015 2700010 CGT – Rayne 860 1/1 – 12/31 Primary Delivery Points Begin Date End Date Measuring Point No. Measuring Point Name Maximum Daily Quantity (Dth/Day) Recurrence Interval November 1, 1994 October 31, 2010 801 Gulf - Lxxxx 860 1/1 – 12/31 Appendix A to Service Agreement No. 43827 Revision No. 2 Under Rate Schedule FTS-1 Between (Transporter) Columbia Gulf Transmission Company and (Shipper) Delta Natural Gas Company, Inc., Sxxxxxx Division The Master List of Interconnects (MLI) as defined in Section 1 of the General Terms and Conditions is incorporated herein by reference for purposes of listing valid secondary interruptible receipt points and delivery points. _____ Yes __X__ No (Check applicable blank) Transporter and Shipper have mutually agreed to a Regulatory Restructuring Reduction Option pursuant to Section 34 of the General Terms and Conditions of Transporter's FERC Gas Tariff. _____ Yes __X__ No (Check applicable blank) Shipper has a contractual right of first refusal equivalent to the right of first refusal set forth from time to time in Section 4 of the General Terms and Conditions of Transporter's FERC Gas Tariff. _____ Yes __X__ No (Check applicable blank) All gas shall be delivered at existing points of interconnection within the Maximum Daily Quantity, as applicable, set forth in Transporter's currently effective Rate Schedule FTS-1 Appendix A with Shipper, which for such points set forth are incorporated by reference. _____ Yes __X__ No (Check applicable blank) This Service Agreement covers interim capacity sold pursuant to the provisions of General Terms and Conditions Section 4.2(j). Right of first refusal rights, if and, applicable to this interim capacity are limited as provided for in General Terms and Conditions Section 4.2(j). CANCELLATION OF PREVIOUS APPENDIX A Service changes pursuant to this Appendix A, Revision No. 2 shall commence as of November 01, 2010. This Appendix A, Revision No. 2 shall cancel and supersede the previous Appendix A, Revision No. 1 to the Service Agreement dated November 01, 1994. With the exception of this Appendix A, Revision No. 2, all other terms and conditions of said Service Agreement shall remain in full force and effect. Delta Natural Gas Company, Inc., Sxxxxxx Division Columbia Gulf Transmission, LLC By: Sxxxxxx Xxxx By: Mxxx Xxxxx Its: Agent Its: Director Commercial Services Date: April 28, 2010 Date: April 27, 2010 SERVICE AGREEMENT NO. 43828 CONTROL NO. 1994-07-02 – 0041 FTS 1 SERVICE AGREEMENT THIS AGREEMENT, made and entered into this 4th day of October, 1994, by and between: COLUMBIA GULF TRANSMISSION COMPANY ("TRANSPORTER") AND DELTA NATURAL GAS CO., INC. ("SHIPPER")

  • Resulting Agreements When the parties agree to appropriate solutions to the problems arising out of intended technological changes, the solutions shall be prepared as a Letter of Agreement between the parties and such letters of agreement shall have the same effect as the provisions of the existing agreement and shall be subject to the grievance procedure.

  • Existing Agreements The Executive represents to the Company that he is not subject or a party to any employment or consulting agreement, non-competition covenant or other agreement, covenant or understanding which might prohibit him from executing this Agreement or limit his ability to fulfill his responsibilities hereunder.

  • Complete Agreement; Modifications This Agreement and any documents referred to herein or executed contemporaneously herewith constitute the parties’ entire agreement with respect to the subject matter hereof and supersede all agreements, representations, warranties, statements, promises and understandings, whether oral or written, with respect to the subject matter hereof. This Agreement may be amended, altered or modified only by a writing signed by the Company and the Holders of a majority of the Registrable Securities then outstanding.

  • Letter Agreements The Company shall not take any action or omit to take any action which would cause a breach of any of the Letter Agreements executed and will not allow any amendments to, or waivers of, such Letter Agreements without the prior written consent of the Representative.

  • Sub-Agreements Party shall not assign, subcontract or subgrant the performance of this Agreement or any portion thereof to any other Party without the prior written approval of the State. Party shall be responsible and liable to the State for all acts or omissions of subcontractors and any other person performing work under this Agreement pursuant to an agreement with Party or any subcontractor. In the case this Agreement is a contract with a total cost in excess of $250,000, the Party shall provide to the State a list of all proposed subcontractors and subcontractors’ subcontractors, together with the identity of those subcontractors’ workers compensation insurance providers, and additional required or requested information, as applicable, in accordance with Section 32 of The Vermont Recovery and Reinvestment Act of 2009 (Act No. 54). Party shall include the following provisions of this Attachment C in all subcontracts for work performed solely for the State of Vermont and subcontracts for work performed in the State of Vermont: Section 10 (“False Claims Act”); Section 11 (“Whistleblower Protections”); Section 12 (“Location of State Data”); Section 14 (“Fair Employment Practices and Americans with Disabilities Act”); Section 16 (“Taxes Due the State”); Section 18 (“Child Support”); Section 20 (“No Gifts or Gratuities”); Section 22 (“Certification Regarding Debarment”); Section 30 (“State Facilities”); and Section 32.A (“Certification Regarding Use of State Funds”).

  • Acquisition Agreements If the Equipment is subject to any Acquisition Agreement, Lessee, as part of this lease, transfers and assigns to Lessor all of its rights, but none of its obligations (except for Lessee's obligation to pay for the Equipment conditioned upon Lessee's acceptance in accordance with Paragraph 6), in and to the Acquisition Agreement, including but not limited to the right to take title to the Equipment. Lessee shall indemnify and hold Lessor harmless in accordance with Paragraph 19 from any liability resulting from any Acquisition Agreement as well as liabilities resulting from any Acquisition Agreement Lessor is required to enter into on behalf of Lessee or with Lessee for purposes of this lease.

  • Complete Agreement; Modification of Agreement This Agreement constitutes the complete agreement among the parties hereto with respect to the subject matter hereof, supersedes all prior agreements and understandings relating to the subject matter hereof, and may not be modified, altered or amended except as set forth in Section 8.6.

  • Prior Agreements; Modifications This Agreement and the schedules, attachments and exhibits attached hereto constitute the entire agreement between the Parties with respect to the subject matter hereof, and supersede all previous understandings, commitments, or representations concerning such subject matter. Each Party acknowledges that the other Party has not made any representations other than those that are expressly contained herein, if any. This Agreement may not be amended or modified in any way, and none of its provisions may be waived, except by a writing signed by an authorized representative of the Party against whom the amendment, modification, or waiver is sought to be enforced. The Project Managers shall not be authorized representatives within the meaning of this Section.

  • Complete Agreement; Modification This Agreement sets forth the entire agreement of the parties with respect to the subject matter hereof, and supersedes any previous oral or written communications, negotiations, representations, understandings, or agreements between them. Any modification of this Agreement shall be effective only if set forth in a written document signed by you and a duly authorized officer of the Company.

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