SIGNATURE PAGE This Account Pledge Agreement has been entered into on the date stated at the beginning by SIG Information Technology GmbH as Pledgor By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Authorised Signatory The Bank of New York Mellon as Collateral Agent and Pledgee By: /s/ Xxxxxxxxx X. Xxxxxxx Name: Xxxxxxxxx X. Xxxxxxx Title: Vice President SCHEDULE 1
EFFECTIVE DATE AND SIGNATURE This MOU shall be effective upon the signature of authorized officials from Party A and Party B. It shall be in force from (Date to be finalized with Lease-Up) to (Date to be finalized with Lease-Up). Parties A and B indicate agreement with this MOU by their signatures below. Party A Party B By: By: Title: Title: Signed: Signed: Date: Date:
Page 6.1 Organization and Good Standing. 30 6.2 Due Authorization 31 6.3 No Conflicts 31 6.4 Consents 31 6.5 Enforceable Obligations 31 6.6 Financial Condition 31 6.7 No Default 32 6.8 Indebtedness 32 6.9 Litigation 32 6.10 Taxes 32 6.11 Compliance with Law 32 6.12 ERISA 33 6.13 Use of Proceeds 33 6.14 Government Regulation 33 6.15 Solvency 33 SECTION 7. AFFIRMATIVE COVENANTS 33 7.1 Information Covenants 34 7.2 Preservation of Existence and Franchises 35 7.3 Books and Records. 35 7.4 Compliance with Law. 35 7.5 Payment of Taxes. 35 7.6 Insurance 36 7.7 Performance of Obligations 36 7.8 ERISA. 36 7.9 Use of Proceeds 36 7.10 Audits/Inspections 36 7.11 Total Funded Debt to Capitalization 37 SECTION 8. NEGATIVE COVENANTS 37 8.1 Nature of Business 37 8.2 Consolidation and Merger 37 8.3 Sale or Lease of Assets 38 8.4 Limitation on Liens 38 8.5 Fiscal Year 38 SECTION 9. EVENTS OF DEFAULT 39 9.1 Events of Default 39 9.2 Acceleration; Remedies. 41 9.3 Allocation of Payments After Event of Default 42 SECTION 10. AGENCY PROVISIONS 42 10.1 Appointment 42 Page 10.2 Delegation of Duties 43 10.3 Exculpatory Provisions 43 10.4 Reliance on Communications 44 10.5 Notice of Default 44 10.6 Non-Reliance on Administrative Agent and Other Lenders 44 10.7 Indemnification 45 10.8 Administrative Agent in Its Individual Capacity 45 10.9 Successor Administrative Agent 46 SECTION 11. MISCELLANEOUS 46 11.1 Notices 46 11.2 Right of Set-Off; Adjustments 46 11.3 Benefit of Agreement 47 11.4 No Waiver; Remedies Cumulative 50 11.5 Payment of Expenses, etc. 50 11.6 Amendments, Waivers and Consents 51 11.7 Counterparts; Telecopy 52 11.8 Headings 52 11.9 Defaulting Lender 52 11.10 Survival of Indemnification and Representations and Warranties 52 11.11 GOVERNING LAW 52 11.12 WAIVER OF JURY TRIAL 53 11.13 Severability 53 11.14 Entirety 53 11.15 Binding Effect 53 11.16 Submission to Jurisdiction 53 11.17 Confidentiality 54 11.18 Designation of SPVs 54 SCHEDULES Schedule 1.1 Commitment Percentages Page Schedule 6.8 Indebtedness Schedule 11.1 Notices EXHIBITS Exhibit 2.1(b) Form of Competitive Bid Request Exhibit 2.2(a) Form of Notice of Borrowing Exhibit 2.2(c) Form of Notice of Conversion/Continuation Exhibit 2.6(a) Form of Revolving Loan Note Exhibit 2.6(b) Form of Competitive Bid Loan Note Exhibit 5.1(c) Form of Closing Certificate Exhibit 5.1(f) Form of Legal Opinion Exhibit 7.1(c) Form of Officer’s Certificate Exhibit 11.3 Form of Assignment Agreement 364-DAY CREDIT AGREEMENT 364-DAY CREDIT AGREEMENT (this “Credit Agreement”), dated as of May 30, 2002 among DOMINION RESOURCES, INC., a Virginia corporation, VIRGINIA ELECTRIC AND POWER COMPANY, a Virginia corporation, CONSOLIDATED NATURAL GAS COMPANY, a Delaware corporation (each of the above, individually, a “Borrower” and collectively, the “Borrowers”), the several banks and other financial institutions from time to time parties to this Credit Agreement (each a “Lender” and, collectively, the “Lenders”), JPMORGAN CHASE BANK, a New York banking corporation, as administrative agent for the Lenders hereunder (in such capacity, the “Administrative Agent”), BANK OF AMERICA, N.A. and THE BANK OF NOVA SCOTIA, as Co-Syndication Agents, and BARCLAYS BANK PLC and CITIBANK, N.A., as Co-Documentation Agents. The parties hereto hereby agree as follows:
Vendor Agreement Signature Form (Part 1)
LIST OF APPENDICES APPENDIX -------- General Information Relating to the Partnerships........................ A Table 1 Jurisdiction of Organization, Initial Investment by Limited Partners and Number of Limited Partners Table 2 Aggregate Merger Value Table 3 Merger Value Attributable to Partnership Interests of Limited Partners Table 4 Ownership Percentage and Merger Value Attributable to Nonmanaging General Partners Other Than Pioneer USA Table 5 Ownership Percentage and Merger Value Attributable to Pioneer USA Held in Its Capacities as General Partner, Nonmanaging General Partner and Limited Partner Table 6 Voting Percentage in Partnerships Beneficially Owned by Pioneer USA in Its Capacity as a Limited Partner Table 7 Historical Partnership Distributions Table 8 Annual Repurchase Prices and Aggregate Annual Repurchase Payments Table 9 Participation in Costs and Revenues of the Partnerships Table 10 Average Oil, Natural Gas Liquids and Gas Sales Prices and Production Costs Table 11 Proved Reserves Attributable to Pioneer USA, Other Nonmanaging General Partners and Limited Partners Table 12 Oil, Natural Gas Liquids and Gas Production Table 13 Productive Wellx xxx Developed Acreage Table 14 Recent Trades of Partnership Interests Summary Reserve Report of Willxxxxxx Xxxroleum Consultants, Inc. for the B Partnerships.......................................................... Form of Fairness Opinion of Robexx X. Xxxxxxx & Xo., Inc................
Addendum to Agreement Students who do not complete an AA/AS degree can use the prescribed curriculum in a statewide transfer articulation agreement as a common advising guide for transfer to all public institutions that offer the designated bachelor’s degree program. Please note the following:
APPENDIX A Appendix A to the Agreement setting forth the Portfolios of the Trust for which the Adviser is appointed as the investment adviser and the fee payable to the Adviser is hereby replaced in its entirety by Appendix A attached hereto.
AS WITNESS WHEREOF each of the duly authorised officers of the Parties has signed this page, each with only one signature by the appropriate Party. A complete set of this Agreement comprises the signatures of all Parties. , this day of , Private Partner 2 …...
Appendix No 4: The proposed fee(s) submitted by this contractor in response to the RFP, or any negotiated fee(s) that resulted thereto, which fee(s) shall apply to each procurement that ensues from this contract;
Authorized Signatories The parties each represent and warrant to the other that (1) the persons signing this lease are authorized signatories for the entities represented, and (2) no further approvals, actions or ratifications are needed for the full enforceability of this Lease against it; each party indemnifies and holds the other harmless against any breach of the foregoing representation and warranty.
