TARRANT APPAREL GROUP Sample Clauses

TARRANT APPAREL GROUP. By /S/ PATRICK CHOW --------------------------- Patrick Chow, Xxxxx Xxxxxxial Officer OPTIONEE: /S/ KAMEL NACIF --------------------------- Kamel Nacif By his or her signature below, the spouse xx xxx Xxxxonee agrees to be bound by all of the terms and conditions of the foregoing Agreement.
Sample 1See All (5)
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TARRANT APPAREL GROUP. SELLING SECURITYHOLDER NOTICE AND QUESTIONNAIRE The undersigned beneficial owner of common stock, no par value per share (the "COMMON STOCK"), of Tarrant Apparel Group, a California corporation (the "COMPANY"), (the "REGISTRABLE SECURITIES") understands that the Company has filed or intends to file with the Securities and Exchange Commission (the "COMMISSION") a registration statement on Form S-3 (the "REGISTRATION STATEMENT") for the registration and resale under Rule 415 of the Securities Act of 1933, as amended (the "SECURITIES ACT"), of the Registrable Securities, in accordance with the terms of the Registration Rights Agreement, dated as of December ___, 2004 (the "REGISTRATION RIGHTS AGREEMENT"), among the Company and the Purchasers named therein. A copy of the Registration Rights Agreement is available from the Company upon request at the address set forth below. All capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Registration Rights Agreement. Certain legal consequences arise from being named as a selling securityholder in the Registration Statement and the related prospectus. Accordingly, holders and beneficial owners of Registrable Securities are advised to consult their own securities law counsel regarding the consequences of being named or not being named as a selling securityholder in the Registration Statement and the related prospectus.
Sample 1
TARRANT APPAREL GROUP. By: /S/ PATRICK CHOW ------------------------- Patrick Chow, Chief Finxxxxxx Xxxxxer OPTIONEE: /S/ BARRY AVED ------------------------- Barry Aved By his or her signature below, the spouse ox xxx Xxxxonee agrees to be bound by all of the terms and conditions of the foregoing Agreement.
Sample 1
TARRANT APPAREL GROUP. By: /S/ GERARD GUEZ --------------------------------------- Name: Gerard Guez Title: Chief Execxxxxx Xxxxxer NO! JEANS, INC. By: /S/ GERARD GUEZ --------------------------------------- Name: Gerard Guez Title: Chief Execxxxxx Xxxxxer TAG MEX, INC. By: /S/ GERARD GUEZ --------------------------------------- Name: Gerard Guez Title: Chief Execxxxxx Xxxxxer FASHION RESOURCE (TCL), INC. By: /S/ GERARD GUEZ --------------------------------------- Name: Gerard Guez Title: Chief Execxxxxx Xxxxxer PRIVATE BRANDS, INC. By: /S/ GERARD GUEZ --------------------------------------- Name: Gerard Guez Title: Chief Execxxxxx Xxxxxer [SIGNATURE PAGE TO PLEDGE AGREEMENT] JANE DOE INTERNATIONAL, LLC By: /S/ XXXXXXN REYES --------------------------------------- Name: Corazon Reyes Title: Chief Fixxxxxxx Xxxxxer TAG MEX, LLC By: /S/ CORAZON REYES --------------------------------------- Name: Corazon Reyes Title: Chief Fixxxxxxx Xxxxxer UNITED APPAREL VENTURES, LLC By: /S/ GERARD GUEZ --------------------------------------- Name: Gerard Guez Title: Manager ROCKY APPAREL, LLC By: /S/ CORAZON REYES --------------------------------------- Name: Corazon Reyes Title: Chief Fixxxxxxx Xxxxxer Acknowledged and Agreed to: GUGGENHEIM CORPORATE FUNDING, LLC, as Collateral Agent By: /S/ STEPHEN D. SAUTEL ------------------------------- Name: Xxxxxxx X. Xxxxxl Title: Managing Director
Sample 1
TARRANT APPAREL GROUP. By: /S GERARD GUEZ ----------------------------------------- Name: Gerard Guez Its: CEO PURCHASERS: The Purchasers listed on Exhibit A attached hereto BY: SANDERS MORRIS HARRIS INC., AGENT AND XXXXXXXY-XX-XXXX By: /S/ JONAH SULAK ---------------------------------------- Name: Jonah Sulak Its: Vice President
Sample 1

Related to TARRANT APPAREL GROUP

  • Admission of the Corporation into a Consolidated Group; Transfers of Corporate Assets (a) If the Corporation is or becomes a member of an affiliated or consolidated group of corporations that files a consolidated income Tax Return pursuant to Section 1501 or other applicable Sections of the Code governing affiliated or consolidated groups, or any corresponding provisions of U.S. state or local law, then: (i) the provisions of this Agreement shall be applied with respect to the group as a whole; and (ii) Tax Benefit Payments, Early Termination Payments, and other applicable items hereunder shall be computed with reference to the consolidated taxable income of the group as a whole.

  • Admission of the Corporate Taxpayer into a Consolidated Group; Transfers of Corporate Assets (a) If the Corporate Taxpayer is or becomes a member of an affiliated or consolidated group of corporations that files a consolidated income tax return pursuant to Sections 1501 et seq. of the Code or any corresponding provisions of state or local law, then: (i) the provisions of this Agreement shall be applied with respect to the group as a whole; and (ii) Tax Benefit Payments, Early Termination Payments and other applicable items hereunder shall be computed with reference to the consolidated taxable income of the group as a whole.

  • Holdings The term "Holdings" shall have the meaning set forth in the preface.

  • Subsidiaries, Partnerships and Joint Ventures Each of the Loan Parties shall not, and shall not permit any of its Subsidiaries to own or create directly or indirectly any Subsidiaries other than (i) any Subsidiary which has joined this Agreement as Guarantor on the Closing Date; and (ii) any Domestic Subsidiary formed or acquired after the Closing Date which joins this Agreement as a Borrower or as a Guarantor, and, to the extent not resulting in material adverse tax consequences, any Foreign Subsidiary formed or acquired after the Closing Date which joins this Agreement as a Borrower or as a Guarantor, in each case by delivering to the Administrative Agent (A) a signed Borrower Joinder or Guarantor Joinder, as appropriate; (B) documents in the forms described in Section 6.1 [First Loans] modified as appropriate; (C) documents necessary to grant and perfect the Prior Security Interests to the Administrative Agent for the benefit of the Lenders in the equity interests of, and Collateral held by, such Subsidiary; and (D) such diligence materials in respect of such Subsidiary (including, without limitation, “know your customer”, liens, ERISA and labor matters) as the Administrative Agent shall reasonably request. Each of the Loan Parties shall not become or agree to become a party to a Joint Venture other than Permitted Investments and other investments permitted pursuant to Section 7.2.4 [Loans and Investments]. For purposes of clarity, any Subsidiary organized under the laws of Canada or any political subdivision thereof that is formed or acquired by the Canadian Borrower after the Closing Date shall join this Agreement as a Guarantor of the Canadian Liabilities in accordance with the terms of this Section 7.2.9.

  • NCL CORPORATION LTD an exempted company incorporated under the laws of Bermuda with its registered office at Park Xxxxx, 00 Xxx-xx-Xxxxx Xxxx, Xxxxxxxx XX 00, Bermuda (the "Guarantor")

  • Stock Transfer Books At the Effective Time, the stock transfer books of the Company shall be closed, and there shall be no further registration of transfers of the Company Common Stock thereafter on the records of the Company.

  • Regulated Industries Neither the Borrower nor any of its Subsidiaries is (i) an "investment company," a company "controlled" by an "investment company," or an "investment advisor," within the meaning of the Investment Company Act of 1940, as amended, or (ii) a "holding company," a "subsidiary company" of a "holding company," or an "affiliate" of a "holding company" or of a "subsidiary company" of a "holding company," within the meaning of the Public Utility Holding Company Act of 1935, as amended.

  • U.S. Real Property Holding Corporation The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.

  • Stock Transfer The Purchaser is aware that stop-transfer instructions will be given to the transfer agent of the common stock of the Corporation to prevent any unauthorized or illegal transfer of the Shares.

  • Real Property Holding Company The Company is not a real property holding company within the meaning of Section 897 of the Code.

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