Examples of Overhill Ventures in a sentence
Borrower and Overhill Ventures acknowledge and agree that the Existing Loan Agreement, as amended and restated hereby, is reaffirmed in all respects.
Each of the Company and Overhill Ventures waives any and all claims, rights and benefits it may have under any law of any jurisdiction that would render ineffective a release made by a creditor of claims that the creditor does not know or suspect to exist in its favor at the time of executing the release and that, if known by it, would have materially affected its settlement with the applicable debtor.
Not later than June 30, 2003, the Borrower shall liquidate, wind up and dissolve Overhill Ventures in accordance with Applicable Laws and deliver to the Lender documentation reasonably satisfactory to it evidencing the liquidation, winding up and dissolution of Overhill Ventures (including a tax clearance certificate issued by the California Franchise Tax Board).
The Purchaser shall have received the Parent Termination Agreement, duly executed by TreeCon and acknowledged by the Company and Overhill Ventures, terminating the Parent Pledge Agreement and releasing the Liens in favor of the Purchaser in the Parent Pledged Collateral, all as provided therein.
Not later than June 30, 2003, the Company shall liquidate, wind up and dissolve Overhill Ventures in accordance with Applicable Laws and deliver to the Purchaser documentation reasonably satisfactory to it evidencing the liquidation, winding up and dissolution of Overhill Ventures (including a tax clearance certificate issued by the California Franchise Tax Board).
Effective on and as of the Effective Date, each of Borrower and Overhill Ventures waives any and all claims, rights and benefits it may have under any law or any jurisdiction that would render ineffective a release made by a creditor or claims that the creditor does not know or suspect to exist in its favor at the time of executing the release and that, if known by it, would have materially affected its settlement with the applicable debtor.
Concurrently herewith, Borrower, Overhill Ventures, as a Guarantor, and Senior Subordinated Creditor are amending and restating the Existing Securities Purchase Agreement on the terms and conditions set forth in that certain Second Amended and Restated Securities Purchase Agreement dated as of the date hereof (as so amended, and as may be amended from time to time, the “Securities Purchase Agreement”).
The execution, delivery and performance by the Borrower and the Overhill Ventures of this Amendment and the consummation of the other transactions contemplated hereby and thereby have been duly and validly authorized by all necessary action on the part of the Borrower and the Overhill Ventures, respectively.
Polyphase's performance under this -------------------------------- Guaranty is secured in accordance with the terms of the Pledge Agreement, and Overhill Ventures' performance under this Guaranty is secured in accordance with the terms of the Loan Agreement.
Each of the Company, TreeCon and Overhill Ventures acknowledges that it is aware of the following provisions of section 1542 of the California Civil Code: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.