Talegen definition
Examples of Talegen in a sentence
None of Parent, Seller, Talegen, the Company or any Subsidiary has received any notice from Ridge Re or any governmental or regulatory authority (i) that the Ridge Re Treaty is not enforceable against any party thereto or (ii) regarding the availability or enforceability of the cover under the Ridge Re Treaty.
The Original Lessee assigned all of its right, title and interest in the 299 Lease and the 305 Lease to Talegen Properties pursuant to those certain Lease Assignment and Assumption Agreements dated as of January 1, 1995.
Seller hereby acknowledges and agrees that it shall remain solely liable for, and either retain all liability for (or reimburse the Company with respect to) all obligations arising under and benefits payable from, the Talegen Holdings, Inc.
Notwithstanding the foregoing, Buyer acknowledges that Seller and Parent shall have no liability to Buyer for breach of this representation with respect to any novation or assumption, or any amendment to the Ridge Re Treaty, which results in any liability for the Company or any of its Subsidiaries, if there is a corresponding benefit realized (or any liability avoided) by the Company or any other Subsidiary or Talegen or any of its subsidiaries.
Seller hereby acknowledges and agrees that it shall remain solely liable and retain all liability for all obligations arising under and benefits payable from the Talegen Holdings, Inc.
Except as set forth in Schedule 4.19, none of Parent, Seller, Talegen, the Company or any Subsidiary has any agreement, absolute or contingent, with any other Person to sell the capital stock, assets (other than sales of assets that would not be prohibited under Section 4.7(c)) or business of the Company or any Subsidiary or to effect any merger, consolidation or other reorganization of the Company or any Subsidiary or to enter into any agreement with respect thereto.
Seller is the beneficial and record owner of 1,000 shares of common stock, par value $1.00 per share, of Talegen Holdings, Inc., a Delaware corporation (the "Company"), constituting all of the issued and outstanding capital stock (the "Stock") of the Company.
All notices and other communications hereunder ------- shall be in writing and shall be deemed given if they are: (a) delivered in person, (b) transmitted by facsimile (with confirmation), (c) mailed by certified or registered mail (return receipt requested), or (d) delivered by an express courier (with confirmation) to a party at its address listed below (or at such other address as such party shall deliver to the other party by like notice): To Seller: Talegen Holdings, Inc.
By:_______________________________________ Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Titles: Chairman, President & Treasurer of Talegen Holdings, Inc.
Talegen Holdings, Inc., as successor-in-interest by merger to Talegen Corporation (formerly known as "▇▇▇▇ & ▇▇▇▇▇▇▇ Corporation") (the "Original Lessee"), as lessee and Crostex Associates Limited Partnership ("Landlord") are parties to that certain Amended and Restated Lease Agreement dated as of March 1, 1985 (the "Lease").