Pinnacle Clause Samples
Pinnacle. Seller hereby agrees to indemnify, defend and hold Buyer -------- and its affiliates (including, without limitation, following the Closing, each of the Subject Entities) harmless from and against (i) any Loss or Losses relating to or arising under the Pinnacle Acquisition Agreement and (ii) any Loss or Losses of Pinnacle incurred prior to the Closing Date. Seller agrees to use its reasonable best efforts to cause all rights, powers and obligations under the Pinnacle Acquisition Agreement to be assigned to Seller or an affiliate of Seller (other than the Subject Entities) in full substitution for Charter. In the event that Charter acquires Pinnacle prior to the Closing Date, Seller shall use its reasonable best efforts to cause ownership of the stock of Pinnacle to be transferred to Seller or an affiliate of Seller (other than a Subject Entity), whether by dividend or otherwise, prior to the Closing Date.
Pinnacle. “Pinnacle” has the meaning set forth in Paragraph E of the Recitals.
Pinnacle. In regard to Pinnacle:
(a) Pinnacle has converted from an assessable mutual on January 26, 1996 and is a domestic stock insurer under the Florida Insurance Laws.
(b) Pinnacle has complied or otherwise caused all other applicable persons to comply with the terms and conditions of the Consent Order.
(c) The transaction by which the Borrower acquires all the issued and outstanding stock in Pinnacle is in compliance with the Consent Order.
Pinnacle. SM - is a credit scoring algorithm developed by ▇▇▇▇, ▇▇▇▇▇ and Equifax that evaluates the likelihood that consumers will pay their existing and future credit obligations, as agreed, based on the computerized consumer credit information in the Equifax consumer reporting database.
(a) Disclosure of Scores. Customer will hold all information received from Equifax in connection with any Score received from Equifax under this Agreement in strict confidence and will not disclose that information to the consumer or to others except in accord with the following sentence or as required or permitted by law. Customer may provide the principal factors contributing to the Score to the subject of the report when those principal factors are the basis of Customer's adverse action against the subject consumer. Customer must describe the principal factors in a manner which complies with Regulation B of the ECOA.