The Documents. Upon the terms and subject to the conditions of this Agreement, at the Closing, in order to effectuate the foregoing, the parties hereto will execute and deliver, or cause their respective subsidiaries to execute and deliver, as the case may be, the following agreements and instruments dated as of the Closing Date (as defined below) or a date prior thereto: (i) MONY and AUSA Life will enter into the Assumption Reinsurance Agreement (as defined below), providing, among other things, for the assumption by AUSA Life of all of the contracts of insurance of MONY which relate to or arise under the Business, (ii) MONY and AUSA Life will enter into the Indemnity Reinsurance Agreement (as defined below), providing, among other things, for the indemnity reinsurance of the general account liabilities of MONY under the contracts of insurance which are the subject of the Assumption Reinsurance Agreement, pending assumption of such contracts by AUSA Life on a novation basis, (iii) MONY and AUSA Life will enter into the Agreement Regarding Payments Made Relating to Assumption Reinsurance Agreement (as defined below), providing, among other things, for payments to be made by AUSA Life to MONY relating to the Assumption Reinsurance Agreement, (iv) MONY and AUSA Life will enter into the Agreement Regarding Payments Made Relating to Indemnity Reinsurance Agreement (as defined below) providing, among other things, for payments to be made by AUSA Life to MONY relating to the Indemnity Reinsurance Agreement, (v) MONY and Diversified (as defined below) will enter into the Transition and Computer Services Agreement (as defined below), providing, among other things, for MONY's provision of certain computer and ancillary services to Diversified during a transition period following the Closing Date, (vi) MONY and Diversified will enter into the Administrative Services Agreement (as defined below), providing, among other things, for the provision by Diversified of certain administrative services to MONY during a transition period following the Closing Date, (vii) the manager (as defined below) and AUSA Life will enter into the Investment Management Agreement (as defined below), providing, among other things, for the Manager's provision of investment management services to AUSA Life with respect to the Investment Assets (as defined
The Documents. (1) are the entire agreement and understanding between the parties on everything connected with the subject matter of the Documents; and
The Documents. 4. The Airframe, Engines, Parts and Documents are hereby accepted by the Purchaser without objection. Signed for and on behalf of ) [Purchaser] ) ) by its duly authorised representative ) in the presence of: ) Signature of witness Signature of authorised representative Name of witness (please print) Name of authorised representative (please print) Title of authorised representative (please print) Those portions of this Agreement marked with an [*] have been omitted pursuant to a request for confidential treatment and have been filed separately with the SEC. Execution Version Schedule 5 Guarantee Parent Guarantee
The Documents. The Parties anticipate that the Financial Closing will require the execution and delivery of the documents referenced in Schedules 3.01 and 3.02 (collectively the "Documents").
The Documents. You expressly acknowledge and agree that you understand and agree to comply with and be bound by the Aventri “Terms of Service,” which form a legal contract governing your access, receipt, and use, as a Client, of the Services. The Terms of Service include the following: Master Services Agreement. This MSA contains the core legal and commercial terms that apply to all Aventri Services. Any reference to “Agreement” means this MSA, the Order Form and all other Terms of Service referenced or linked in the MSA and the Order Form. Order Form. Any time you, as a Client, subscribe to or otherwise purchase one or more of Aventri’s Services, you and Aventri will enter into a mutually-agreed Order Form. An Order Form details the specific Service(s) you will be receiving, applicable fees and payment schedules, duration of the Services, and other terms regarding the Services you are ordering. You are only permitted to use those Services listed on your then-current Order Form(s).
The Documents. This Agreement has been duly and validly authorized, executed and delivered by the Company. The Deposit Agreement has been duly and validly authorized by the Company and when executed and delivered by the Company and the Depositary will constitute a legal, valid and binding agreement of the Company, enforceable in accordance with its terms against the Company, except that the enforcement thereof may be subject to (i) bankruptcy, insolvency, reorganization, receivership, moratorium, fraudulent conveyance, fraudulent transfer or other similar laws now or hereafter in effect relating to creditors’ rights generally and (ii) general principles of equity (whether applied by a court of law or equity) and the discretion of the court before which any proceeding therefor may be brought. The Documents conform in all material respects to the descriptions thereof contained in the Registration Statement, the General Disclosure Package and the Prospectus.
The Documents. (f) The legal opinion of Seller's counsel, Reinhart, Boerner, Van Deuren, Xxxxxx & Xxxxxxxxxx, s.c., dated as of the Closing Date in substantially the form of Exhibit C.
The Documents. (a) It has power to execute the Finance Documents to which it is a party and to exercise its Rights and perform its Duties under them; and it has obtained all necessary authorisations to do so.
The Documents. The Trust and ancillary documents produced by Heritage Living Trust/Heritage Estate Services (collectively, the ”Documents”) are listed on Exhibit A. Heritage Living Trust/Heritage Estate Services shall have the right, but not the obligation, to supplement and revise Exhibit A and/or the Documents from time to time.
The Documents. Borrower shall have furnished to the Administrative Agent each of the following, with sufficient copies for the Lenders, all in form and substance satisfactory to the Administrative Agent and the Lenders:
