Examples of Exchange and Conversion Agreement in a sentence
By executing this Exchange and Conversion Agreement, each Convertible Noteholder hereby waives the requirements of paragraph 10 of its Convertible Note relating to a Reduction Event (as such term is defined in such Convertible Note) and hereby acknowledges and agrees that the terms and provisions of this Exchange and Conversion Agreement shall govern the payment of the Convertible Notes.
All communications shall be sent to (i) MSV LP and General Partner at the address set forth on the signature page of this Note Exchange and Conversion Agreement, and (ii) each Noteholder at the address designated by such party in the Partnership Agreement or Stockholders' Agreement.
By executing this Exchange and Conversion Agreement, Motient hereby waives the requirements of paragraph 10 of the Motient Promissory Note relating to a Reduction Event (as such term is defined in the Motient Promissory Note) and hereby acknowledges and agrees that the terms and provisions of this Exchange and Conversion Agreement shall govern the payment of the Motient Promissory Note.
Nothing in this Note Exchange and Conversion Agreement, express or implied, is intended to confer upon any other party (other than the parties to this Note Exchange and Conversion Agreement or their respective successors and assigns) any rights, remedies, obligations or liabilities under or by reason of this Note Exchange and Conversion Agreement, except as expressly provided in this Note Exchange and Conversion Agreement.
Each Noteholder shall at any time and from time to time promptly execute and deliver to MSV LP such further instruments, consents and other documents and take such further action as General Partner or MSV LP reasonably may require in order to carry out the full intent and purpose of this Note Exchange and Conversion Agreement.
This Note Exchange and Conversion Agreement, the Schedules hereto and any other documents delivered pursuant hereto constitute the full and entire understanding and agreement between the parties with regard to the subjects hereof and supersede any and all prior and contemporaneous agreements or understandings, whether expressed or implied, written or oral, between the parties with respect hereto and thereto.
The representations and warranties contained in this Note Exchange and Conversion Agreement shall continue to be true and correct in all material respects.
The titles of the sections and subsections of this Note Exchange and Conversion Agreement are for convenience of reference only and are not to be considered in construing this Note Exchange and Conversion Agreement.
The terms defined in this Article I shall, for the purposes of this Note Exchange and Conversion Agreement, have the meanings herein specified.
This Note Exchange and Conversion Agreement may be executed in any number of counterparts, each of which shall be an original, but all of which together shall constitute one instrument.