SUBSTITUTION OF OBLIGATIONS Sample Clauses

SUBSTITUTION OF OBLIGATIONS. Notwithstanding any other provision of this Agreement, at the Written Request of the County, with the approval of the Bank, and upon compliance with the conditions hereinafter stated, the Escrow Agent shall have the power to sell, transfer, otherwise dispose of or request the redemption of the Escrowed Securities held hereunder and to substitute therefor Escrowed Securities; provided, however, the foregoing may be effected only if: (i) the substitution of the Escrowed Securities for the substituted Escrowed Securities occurs simultaneously; (ii) the amounts of and dates on which the anticipated transfers from the Escrow Deposit Trust Fund to the 2006 Trustee for the payment of principal of, redemption premium, if any, and interest on the Refunded 2006 Bank Bonds, will not be diminished or postponed thereby; (iii) the Escrow Agent shall receive from a nationally recognized independent certified public accountant firm a certification that, immediately after such substitution, the principal of and the interest on the Escrowed Securities in the Escrow Deposit Trust Fund when due and paid will, together with any other moneys held for such purpose, be sufficient to pay the principal of, redemption premium, if any, and interest on the Refunded 2006 Bank Bonds, when due, in accordance with this Agreement; and (iv) the Escrow Agent shall receive an opinion from Butler, Snow, O’Mara, Xxxxxxx & Xxxxxxx, PLLC, or from any other nationally recognized attorneys on the subject of municipal bonds, to the effect that the disposition and substitution or purchase of such Escrowed Securities will not, under the statutes, rules, regulations and court decisions then in force and applicable to the Refunded 2006 Bank Bonds, impair the federal tax-exempt status of the interest on the 2006 Bank Bonds and that such disposition and substitution or purchase is not inconsistent with the statutes and regulations applicable to the 2006 Bank Bonds and compliance with the terms of the 2006 Indenture, and that the conditions of this Section 2.04 have been satisfied. Any surplus moneys resulting from the sale, transfer, other disposition or redemption of the Escrowed Securities held hereunder and the substitutions therefor of Escrowed Securities, shall be released from the Trust Estate and shall be transferred to the 2013 Trustee for deposit in the General Account of the General Fund under the 0000 Xxxxxxxxx for the Series 2013C Bonds, and used for the purposes described therein. The County ...
Sample 1
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SUBSTITUTION OF OBLIGATIONS. This Agreement is intended to replace the Put/Call Agreement, and Sapiens shall have no further obligations to the Investors pursuant to the Put/Call Agreement. Furthermore, this Agreement is intended to settle any differences of opinion that the parties may have had regarding the amounts payable to the Investors under the Put/Call Agreement, and each of Sapiens and the Investors hereby waives any claims they may have had against the other party arising from the Put/Call Agreement.
Sample 1

Related to SUBSTITUTION OF OBLIGATIONS

  • Affirmation of Obligations Each of the Credit Parties hereby acknowledges, agrees and affirms (a) its obligations under the Credit Agreement and the other Loan Documents, including, without limitation, its guaranty obligations thereunder, (b) that such guaranty shall apply to the Obligations in accordance with the terms thereof, (c) the grant of the security interest in all of its assets pursuant to the Loan Documents and (d) that such liens and security interests created and granted are valid and continuing and secure the Obligations in accordance with the terms thereof.

  • Confirmation of Obligations Executive hereby confirms and agrees to his continuing obligation under the Agreement after termination of employment not to directly or indirectly disclose to third parties or use any Confidential Information (as defined in the Agreement) that he may have acquired, learned, developed, or created by reason of his employment with the Company.

  • Duration of Obligations The Manager’s obligation to provide Disentanglement Services will continue during the period commencing on the date that a Termination Notice is delivered and ending on the date on which the Successor Manager or the re-engaged Manager assumes all of the obligations of the Manager hereunder (the “Disentanglement Period”).

  • Assumption of Obligations Any buyer or transferee of Lessor's interest in this Lease shall be deemed to have assumed Lessor's obligation hereunder. Each Broker shall be a third party beneficiary of the provisions of Paragraphs 1.10, 15, 22 and 31. If Lessor fails to pay to a Broker any amounts due as and for commissions pertaining to this Lease when due, then such amounts shall accrue Interest. In addition, if Lessor fails to pay any amounts to Lessee's Broker when due, Lessee's Broker may send written notice to Lessor and Lessee of such failure and if Lessor fails to pay such amounts within ten (10) days after said notice, Lessee shall pay said monies to its Broker and offset such amounts against Rent. In addition, Lessee's Broker shall be deemed to be a third party beneficiary of any commission agreement entered into by and/or between Lessor and Lessor's Broker.

  • Reaffirmation of Obligations Each Loan Party (a) acknowledges and consents to all of the terms and conditions of this Amendment, (b) affirms all of its obligations under the Loan Documents and (c) agrees that this Amendment and all documents executed in connection herewith do not operate to reduce or discharge such Loan Party’s obligations under the Loan Documents.

  • Delegation of Obligations The Asset Representations Reviewer may not delegate or subcontract its obligations under this Agreement to any Person without the consent of the Issuer and the Servicer.

  • Satisfaction of Obligations The Borrower shall pay, discharge or otherwise satisfy at or before maturity or before they become delinquent, as the case may be, all its obligations of whatever nature, except where the amount or validity thereof is currently being contested in good faith by appropriate proceedings and reserves with respect thereto have been provided on the books of the Borrower.

  • Ratification of Obligations Except as specifically modified herein, the Indenture and the Notes are in all respects ratified and confirmed (mutatis mutandis) and shall remain in full force and effect in accordance with their terms.

  • Termination of Obligations Termination of this Agreement pursuant to Section 10.1 hereof shall terminate all obligations of the parties hereunder, except for the obligations under Article IX, Article X, and Sections 11.4, 11.7, 11.14, 11.15 and 11.16 hereof; provided, however, that termination pursuant to paragraphs (b) or (c) of Section 10.1 shall not relieve the defaulting or breaching party or parties from any liability to the other parties hereto.

  • Payment of Obligations Pay, discharge or otherwise satisfy at or before maturity or before they become delinquent, as the case may be, all its material obligations of whatever nature, except where the amount or validity thereof is currently being contested in good faith by appropriate proceedings and reserves in conformity with GAAP with respect thereto have been provided on the books of the Borrower or its Subsidiaries, as the case may be.

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