2004 Purchase Agreement means that certain Securities Purchase Agreement, dated May 17, 2004, by and among Parent, each of the Persons identified on Schedule 2.2 thereto except for the holders of the Creditor Shares, and Nolan Lehman, Richard E. Wallrath and William Brian Redpath, as Sellers' Representatives.
The limited waiver set forth in Section 1 above is not, and shall not be deemed to be, a waiver of the provisions of Section 2(f) of the 2004 Notes, Section 9 of the 2004 Warrants and Section 4(n) of the 2004 Purchase Agreement except and only to the extent expressly provided in Section 1 hereof, nor a waiver of any other conditions, requirements or provisions of any of the 2004 Notes, the 2004 Warrants, the 2004 Purchase Agreement or any other agreement or instrument.
However, neither the July 1, 2004, Purchase Agreement nor the surplus debenture provided how much of the funds borrowed were to be applied generally to each of Texas Sub 1, Texas Sub 2, and Texas Sub 3 let alone to each of the assets of Texas Sub 1, Texas Sub 2, and Texas Sub 3.
Since neither the July 1, 2004, Purchase Agreement nor the surplus debenture provided how much of the funds borrowed were to be applied to each of the assets that were located in multiple states, neither the amount nor the place where the surplus debenture proceeds were applied could be determined from the surplus debenture or the July 1, 2004, Purchase Agreement.
The surplus debenture provided that the funds will be used to buy the stock of Texas Sub 1, Texas Sub 2, and Texas Sub 3 pursuant to the July 1, 2004, Purchase Agreement.
Additionally, during the protest, Taxpayer presented a "purchase agreement" for the July 1, 2004, acquisition of Texas Sub 1, Texas Sub 2, and Texas Sub 3 by Taxpayer's Texas Insurance Subsidiary and the acquisition of other entities by Taxpayer and/or one of its other subsidiaries from an Indiana corporation ("July 1, 2004, Purchase Agreement").