OMITTED SCHEDULES AND EXHIBITS Sample Clauses

OMITTED SCHEDULES AND EXHIBITS. All schedules and exhibits to the Agreement for Purchase and Sale of Assets and Licenses have been omitted from this Report on Form 8-K. The following is a list of such schedules and exhibits. Eateries will furnish supplementally a copy of any omitted schedule to the Securities and Exchange Commission upon request. Exhibit or Schedule Brief Description of Contents ---------- ----------------------------- A Restaurant Locations B [Intentionally Omitted] C Trademark Assignment D Assignment of Lease E Intellectual Property License F Limited Warranty Deed G [Intentionally Omitted] H Bill xx Sale and Assignment and Assumption Agreement 1 Description of Lease 2 Property Subject to Equipment Leases and Excluded Assets 3 [Intentionally Omitted] 4 Material Contracts 5 Allocation of Purchase Price 11A Intellectual Property 11B Zoning and Land Use Proceedings 11C Litigation and Other Proceedings 11D Health and Safety Regulations Violations 11E Material Adverse Changes in Restaurants 11F Hazardous Materials
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OMITTED SCHEDULES AND EXHIBITS. 1. Schedule 1 - Existing Liens 2. Schedule 2 - Subsidiaries 3. Exhibit A - Notice of Borrowing 4. Exhibit B - Opinion of Counsel to the Company 5. Annex A - Additional Terms and Conditions of Funding The Registrant undertakes to supply copies of the omitted schedules and exhibits to the Commission upon request.
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OMITTED SCHEDULES AND EXHIBITS. The following schedules and exhibits to the Agreement for the Sale and Purchase of the Share Capital of UPC France SA, dated June 6, 2006, between UPC Broadband France SAS, UPC Broadband Holding B.V., Altice France EST SAS and ENO France SAS have been omitted from this filing pursuant to Item 601(b)(2) of Regulation S-K. The Registrant agrees to furnish supplementally a copy of any omitted schedule or exhibit to the Securities and Exchange Commission upon request.
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OMITTED SCHEDULES AND EXHIBITS. The following schedules and exhibits to the Credit Agreement, dated as of March 3, 2006, as amended and restated as of June 16, 2009, among QVC, Inc., XX Xxxxxx Xxxxx Bank, N.A., as administrative agent, Wachovia Capital Markets, LLC as syndication agent, and XX Xxxxxx Securities Inc. and Wachovia Capital Markets, LLC, as joint lead arrangers and joint bookrunners, Mizuho Corporate Bank, Ltd., Calyon New York Branch and Royal Bank of Scotland PLC, as documentation agents, and the lenders party thereto from time to time, have not been provided herein: Schedules: Schedule 1.01B — Unrestricted Subsidiaries on Restatement Effective Date Schedule 3.06 — Disclosed Matters Schedule 3.12 — Filings Schedule 3.13 — Subsidiaries Schedule 6.02 — Existing Liens Schedule 6.09 — Existing Restrictions Exhibits: Exhibit A — Form of Assignment and Assumption Exhibit B — Form of Opinion of Credit Parties’ Counsel Exhibit C — Form of Subsidiary Guarantee Exhibit D — Form of Security Agreement Exhibit E — Form of LMC Pledge Agreement Exhibit F — Form of Certificate Exhibit G-1 — Form of New Lender Supplement Exhibit G-2 — Form of Incremental Term Facility Activation Notice Exhibit H — Form of Addendum The undersigned registrant hereby undertakes to furnish supplementally a copy of any omitted exhibit or schedule to the Securities and Exchange Commission upon request.
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OMITTED SCHEDULES AND EXHIBITS. The Company has omitted the following schedules and exhibits from the Agreement and Plan of Merger pursuant to Item 601(b)(2) of Regulation S-K, and will furnish to the Securities and Exchange Commission upon request copies of any of the omitted schedules and exhibits.
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OMITTED SCHEDULES AND EXHIBITS. SCHEDULES 1(a) -- Restaurants 1(b) -- Multi-Brand Locations 2 -- Owned Store Real Property 3 -- Capitalized Leases 4 -- Operating Leases and Other Debt Documents 5 -- Equipment Leases 6 -- Petty Cash 7 -- Restaurant Leases 2.5 -- Excluded Liabilities 3.3 -- No Conflict; Consents 3.4 -- Compliance with Laws 3.7 -- Litigation; Judgements 3.11 -- No Hazardous Substance 3.13 -- Owned Store Real Property; Liens 3.16 -- Subsidiaries 3.17 -- Contracts 4.6 -- Capitalization of Holdco 5.5 -- Amendments to FFCA Loan Agreements 5.15 -- Bonds and Letters of Credit 6.2(j) -- Restaurants Requiring Landlord's Estoppel Certificates and Consents 7.2(m) -- Indemnification of Guarantees 7.2(s) -- Restaurants Requiring Landlord's Estoppel Certificates and Consents EXHIBITS 1(a), (b), (c) -- Form of Multi-Brand Licenses 2.3 -- Form of Notes 5.8 -- Form of Operating Agreement 6.2(c) -- Form of Lease Assignment and Assumption Agreements 6.2(e) -- Consents 6.2(f) -- Form of FIRPTA Certificate 6.2(h) -- Form of Special Warranty Bill of Sale 6.2(i) -- Form of Special Warraxxx Deed 6.2(j) -- Form of Landlord's Estoppel Certificates and Consents 6.2(k) -- Form of Quitclaim Deed 6.2(l) -- Form of Equipment Lease Assignment and Assumption Agreement 6.2(m) -- Form of Owner's Affidavit 6.2(r) -- Form of Management Agreement 7.2(j) -- Holdco Consents 7.2(k) -- Form of Option Agreement 7.2(l) -- Form of Guaranty 7.2(n) -- Form of Development Agreement 7.2(s) -- Form of Landlord's Estoppel Certificates and Consents The Registrant hereby agrees to furnish supplementally a copy of any omitted schedule or exhibit to the Securities and Exchange Commission upon its request.
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OMITTED SCHEDULES AND EXHIBITS. The following schedules and exhibits to the Agreement for the Sale and Purchase of the Share Capital of NBS Nordic Broadband Services AB (publ), dated April 4, 2006, among UPC Scandinavia Holding B.V., UPC Holdco VI B.V., UPC Broadband Holding B.V. and Nordic Cable Acquisition Company II AB have been omitted from this filing pursuant to Item 601(b)(2) of Regulation S-K. The Registrant agrees to furnish supplementally a copy of any omitted schedule or exhibit to the Securities and Exchange Commission upon request. SCHEDULES Schedule 9 Contracts Schedule 10 Budgeted Capital Expenditure and Budgeted Marketing Expenses and Customer Acquisition Costs EXHIBITS Exhibit 1 Working Capital Pro Forma Exhibit 2 Form of Completion Statement
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Related to OMITTED SCHEDULES AND EXHIBITS

  • Schedules and Exhibits All of the schedules and exhibits attached to this Agreement shall be deemed incorporated herein by reference.

  • LIST OF SCHEDULES AND EXHIBITS SCHEDULES SCHEDULE 1.1(A) - PRICING GRID SCHEDULE 1.1(B) - COMMITMENTS OF LENDERS AND ADDRESSES FOR NOTICES SCHEDULE 1.1(P) - PERMITTED LIENS SCHEDULE 2.9.1 - EXISTING LETTERS OF CREDIT SCHEDULE 5.1.3 - SUBSIDIARIES SCHEDULE 5.1.13 - CONSENTS AND APPROVALS SCHEDULE 5.1.15 - PATENTS TRADEMARKS AND COPYRIGHTS SCHEDULE 5.1.24 - ENVIRONMENTAL MATTERS SCHEDULE 7.1.3 - INSURANCE REQUIREMENTS SCHEDULE 7.1.13 - REAL PROPERTY TO BE MORTGAGED POST CLOSING SCHEDULE 7.2.1 - PERMITTED INDEBTEDNESS EXHIBITS EXHIBIT 1.1(A) - ASSIGNMENT AND ASSUMPTION AGREEMENT EXHIBIT 1.1(G)(1) - GUARANTOR JOINDER EXHIBIT 1.1(G)(2) - GUARANTY AGREEMENT EXHIBIT 1.1(G)(3) - PARENT GUARANTY AGREEMENT EXHIBIT 1.1(I)(1) - INDEMNITY EXHIBIT 1.1(I)(2) - INTERCOMPANY SUBORDINATION AGREEMENT EXHIBIT 1.1(M) - MORTGAGE AGREEMENT EXHIBIT1.1(P)(2) - PLEDGE AGREEMENT EXHIBIT 1.1(R) - NOTE EXHIBIT 1.1(S)(1) - SECURITY AGREEMENT EXHIBIT 1.1(S)(2) - SWING LOAN NOTE EXHIBIT 2.4 - SWING LOAN REQUEST EXHIBIT 2.5 - LOAN REQUEST EXHIBIT 2.10(A) - COMMITMENT INCREASE AGREEMENT EXHIBIT 2.10(B) - LENDER JOINDER AND ASSUMPTION AGREEMENT EXHIBIT 6.1.4(A) - OPINION OF COUNSEL EXHIBIT 6.1.4(B) - OPINION OF IN-HOUSE COUNSEL EXHIBIT 7.2.6 - ACQUISITION COMPLIANCE CERTIFICATE EXHIBIT 7.3.3 - QUARTERLY COMPLIANCE CERTIFICATE AMENDED AND RESTATED CREDIT AGREEMENT THIS AMENDED AND RESTATED CREDIT AGREEMENT is dated as of August 5, 2008 and is made by and among PVR XXXXX LLC, a Delaware limited liability company (the “Borrower”), EACH OF THE GUARANTORS (as hereinafter defined), the LENDERS (as hereinafter defined), and BANK OF AMERICA, NA, BNP PARIBAS and WACHOVIA BANK, NATIONAL ASSOCIATION, each in its capacity as a documentation agent, BRANCH BANKING AND TRUST COMPANY, SOCIÉTÉ GÉNÉRALE and UNION BANK OF CALIFORNIA, N.A., each in its capacity as a senior managing agent, and PNC BANK, NATIONAL ASSOCIATION, in its capacity as administrative agent for the Lenders under this Agreement (hereinafter referred to in such capacity as the “Agent”).

  • Incorporation of Schedules and Exhibits The schedules, attachments and exhibits referenced in and attached to this Agreement shall be deemed an integral part hereof to the same extent as if written in whole herein. In the event that any inconsistency or conflict exists between the provisions of this Agreement and any schedules, attachments or exhibits attached hereto, the provisions of this Agreement shall supersede the provisions of any such schedules, attachments or exhibits.

  • Attachments and Exhibits (a) All attachments to this Agreement are incorporated as if set out fully.

  • Exhibits and Schedules The exhibits and schedules attached to this Agreement are incorporated herein and shall be considered a part of this Agreement for the purposes stated herein.

  • 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.

  • ADDENDA AND EXHIBITS Attached hereto is an Addendum or Addenda consisting of Paragraphs 49 through 55, and Exhibits A through B, all of which constitute a part of this Lease.

  • LIST OF EXHIBITS AND SCHEDULES Exhibit A Form of Convertible Promissory Note Exhibit B Form of Series A Warrants Exhibit C Form of Escrow Agreement Exhibit D Form of Legal Opinion Schedule 1 List of Subscribers Schedule 5(a) Subsidiaries Schedule 5(d) Capitalization and Additional Issuances Schedule 5(f) Violations and Conflicts Schedule 5(o) Undisclosed Liabilities Schedule 5(w) Transfer Agent Schedule 9(e) Use of Proceeds Schedule 9(l) Intellectual Property Schedule 12(a) Excepted Issuances Exhibit A NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN OPINION OF COUNSEL (WHICH COUNSEL SHALL BE SELECTED BY THE HOLDER, AT THE COMPANY’S EXPENSE), IN A GENERALLY ACCEPTABLE FORM, THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT OR (II) UNLESS SOLD PURSUANT TO RULE 144 OR RULE 144A UNDER SAID ACT. NOTWITHSTANDING THE FOREGOING, THE SECURITIES MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN OR FINANCING ARRANGEMENT SECURED BY THE SECURITIES. Principal Amount: $___________ Issue Date: August __, 2011 CONVERTIBLE PROMISSORY NOTE FOR VALUE RECEIVED, WIZARD WORLD, INC., a Delaware corporation (hereinafter called “Borrower”), hereby promises to pay to the order of [Holder’s name], with an address at [Holder’s _______________________Address], without demand, the sum of up to _______ Dollars ($___) (“Principal Amount”), with interest accruing thereon, on December __, 2011 (the “Maturity Date”), if not sooner paid or modified as permitted herein. This Convertible Promissory Note (the “Note”) has been entered into pursuant to the terms of a subscription agreement by and among the Borrower, the Holder and certain other holders (the “Other Holders”) of convertible promissory notes (the “Other Notes”), dated of even date herewith (the “Subscription Agreement”), for an aggregate Principal Amount of up to $455,000. Unless otherwise separately defined herein, each capitalized term used in this Note shall have the same meaning as set forth in the Subscription Agreement. The following terms shall apply to this Note:

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

  • Schedules and Exhibits Incorporated The Schedules and Exhibits annexed hereto are hereby incorporated herein as a part of this Agreement with the same effect as if set forth in the body hereof.

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