Side Letter. The letter from the Borrower to the Agent dated July 17, 2000 that was executed in connection with the Second Amendment shall remain in full force and effect and shall be a Loan Document.
Side Letter. SPAC and Sponsor acknowledge that (i) the execution and performance of the Side Letter is a material inducement for Shareholder to execute and perform its obligations under this Agreement and (ii) Shareholder’s obligations under this Agreement are explicitly conditioned on Sponsor’s the execution and performance of the Side Letter.
Side Letter. Each of the Issuers and each of the Purchasers shall have duly executed and delivered a side letter substantially in the form of Exhibit 4.11 hereto (as amended, restated or otherwise modified from time to time, the “Side Letter”), and the Side Letter shall be in full force and effect.
Side Letter. The side letter evidencing the Current Shareholders of the Corporate Guarantor issued by the Corporate Guarantor in favour of the Lender in such form as the Lender may require.
Side Letter. At Closing, VANTAS shall assume the obligations of CarrAmerica with respect to that certain Side Letter dated as of November 16, 1998 by and among HQMerc UK Management Limited ("HQ Merc"), P.R.A. Investments Limited ("PRA"), P.K. Investments Limited ("PKL"), Xxxxx Xxxxxxx ("Allport"), Xxxxx Xxxxxxx ("Xxxxxxx"), HQ Holdings Limited ("HQ Holdings") and CarrAmerica and that certain Side Letter dated as of November 16, 1998 by and among HQ Merc UK Partnership Limited, PRA, PKL, Allport, Kershaw, HQ Holdings and CarrAmerica."
Side Letter. The Company shall have entered into the Side Letter Agreement in the form attached as Exhibit F hereto with the Investor.
Side Letter. The Seller shall have delivered to the Buyer an executed counterpart of a side letter addressing certain litigation issues, in form and substance satisfactory to the Buyer (the "Side Letter").
Side Letter. A counterpart to the Side Letter Amendment, duly executed by each of (A) Holdings LP, (B) AS&M Holdings GP, LLC, (C) AS&M Management LLC, (D) Buyer, and (E) Arrow Environmental SPV, LLC (the persons named in clauses (A) through (E), collectively, the “Buyer Signatories”) .
Side Letter. Astris shall have delivered to the Buyer the Side Letter, duly executed by Astris.
Side Letter. BHN shall enter into a side letter agreement with Sellers (the “Side Letter”) prior to the Closing Date, which shall provide that if Parent terminates this Agreement without there being any breach on the part of Sellers or the Company, or Sellers terminates this Agreement for breach by Parent or LuxCo, and all of the conditions to Parent’s obligations to consummate the Closing have been satisfied or waived by Parent (other than any such conditions which by their nature are to be satisfied by the Closing Date), then BHN shall pay to Sellers an amount equal to the Tax Franchise Payment (the “BHN Termination Fee”), it being understood that in no event shall BHN be required to pay the BHN Termination Fee on more than one occasion. The BHN Termination Fee shall be payable by BHN in immediately available funds by wire transfer no later than twelve (12) months after the date hereof. Prior to the date the BHN Termination Fee is due, BHN shall be permitted to locate an alternative entity with which to enter into a similar transaction. If such an alternative transaction is entered into by the Sellers, BHN shall not be required to pay the BHN Termination Fee. The Side Letter shall also provide that BHN will pay equivalent amounts if the Sellers exercises the Call Option in accordance with Section 6 of the Transaction Value Agreement, to the extent the cash portion of the Option Consideration described in Section 6(f) of the Transaction Value Agreement is insufficient to repay Sellers of the Tax Franchise amount and the other costs referred to therein.
