ACKNOWLEDGED AND AGREED. This 11 day of March, 2011. This 11 day of March, 2011. LIFEVANTAGE CORPORATION XXXXXXX X. XXXXXXXX /s/ XXXXX XXXXX /s/ XXXXXXX X. XXXXXXXX BY: Xxxxx Xxxxx TITLE: Chairman of the Board of Directors
ACKNOWLEDGED AND AGREED. By signing below, I certify that I am duly authorized by the company to execute this form and make the representations contained herein on behalf of the company. Customer Printed Name Title Customer Signatory Date Xxxx Account Mgr Date Xxxx President Date Customer Responsibilities
ACKNOWLEDGED AND AGREED. The undersigned acknowledges and agrees that after the date hereof references to “Shareholder” under this Agreement shall refer solely to Xx. Xxxxxx and that the undersigned is no longer a party to this Agreement. /s/ Xxxxx X. Xxxxxx, M.D. Xxxxx X. Xxxxxx, M.D. SPOUSAL JOINDER AND CONSENT I am the spouse of Xxxxxxx X. Xxxxxx, M.D., a shareholder (the “Shareholder”) of Prospect Medical Group, Inc., a California professional medical corporation (“PMG”). To the extent that I have any interest in any of the Assets (as that term is defined in the Fourth Amended and Restated Assignable Option Agreement (the “Assignable Option Agreement”), entered into as of this date, by and among Shareholder, PMG and Prospect Medical Systems, Inc., a Delaware corporation (“PMS”), I hereby join in the Assignable Option Agreement and agree to be bound by its terms and conditions to the same extent as my spouse. I have read the Assignable Option Agreement, understand its terms and conditions, and to the extent that I have felt it necessary, have retained independent legal counsel to advise me concerning the legal effect of the Assignable Option Agreement and this Spousal Joinder and Consent. I understand and acknowledge that PMS is relying on the validity and accuracy of this Spousal Joinder and Consent in entering into the Assignable Option Agreement. Executed this day of August , 2008. Signature: Printed or Typed Name:
ACKNOWLEDGED AND AGREED. Dxxxx X. Xxx Xxxxx Trust, under Trust Agreement dated November 30, 1993 By: /s/ Dxxxx X. Xxx Xxxxx Name: Dxxxx X. Xxx Xxxxx Title: Trustee ANNEX 1 ELECTION TO EXERCISE FORM (To Be Executed By the Holder of This Warrant In Order to Exercise This Warrant) The undersigned hereby irrevocably elects to exercise the right covered by this Warrant to purchase ____________________ of the Equity Interest of TWINLAB CONSOLIDATED HOLDINGS, INC., a Nevada corporation, according to the conditions hereof and herewith makes payment in full of the Exercise Price with respect to such Equity Interest. Signature Address Dated: _____________ ANNEX 2 ASSIGNMENT FORM (To Be Executed By the Holder of This Warrant In Order to Assign This Warrant) FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto _____________________________ this Warrant and all rights evidenced thereby and does irrevocably constitute and appoint ___________________, attorney, to transfer the said Warrant on the books of TWINLAB CONSOLIDATED HOLDINGS, INC., a Nevada corporation. Signature Address Dated: _____________ EXCHANGE FORM (To Be Executed By the Holder of This Warrant In Order to Exchange and Assign This Warrant) The undersigned hereby irrevocably elects to exchange this Warrant to purchase ________________, of the Equity Interest of TWINLAB CONSOLIDATED HOLDINGS, INC., a Nevada corporation, for ___________ Warrants to purchase the Equity Interest of TWINLAB CONSOLIDATED HOLDINGS, INC., a Nevada corporation, set forth below to the Persons named and hereby sells, assigns and transfers unto such Persons that portion of this Warrant represented by such new Warrants and all rights evidenced thereby and does irrevocably constitute and appoint ____________________, attorney, to exchange and transfer this Warrant as aforesaid on the books of TWINLAB CONSOLIDATED HOLDINGS, INC., a Nevada corporation. Equity Interest Assignee Signature Address FOR USE BY THE COMPANY ONLY: This Warrant No. __ cancelled (or transferred or exchanged) this ________ day of _____________, ____________ of the Equity Interest of TWINLAB CONSOLIDATED HOLDINGS, INC., a Nevada corporation, issued therefor in the name of ____ ___________ Warrant No. ___ for ________, of the Equity Interest of TWINLAB CONSOLIDATED HOLDINGS, INC., a Nevada corporation, in the name of _________________________. Dated: _____________ Schedule 3.3.3 Calculations for Adjustment of Current Holder’s Equity Interest Section 3.3.3(a) If 50% of ...
ACKNOWLEDGED AND AGREED. GCEAR hereby acknowledges the SPF Payment, the DF Payment and the Remaining 4.03 Obligations, and acknowledges and agrees that if any amounts in respect of the SPF Payment, the DF Payment and the Remaining 4.03 Obligations remain outstanding as of the consummation of the REIT Merger (as defined in the GCEAR Merger Agreement), they shall be become obligations of the REIT Surviving Entity (as defined in the GCEAR Merger Agreement). The Advisor acknowledges and agrees that at the effective time of the REIT Merger, the REIT Surviving Entity shall succeed to the rights and obligations of the Company in respect of the Surviving Matters.
ACKNOWLEDGED AND AGREED. GUARANTORS: XXXXXXXX HOMEBUILDING COMPANIES, INC., a Delaware corporation By: Xxxxxxxxxxx Xxxxxxxx. Chief Executive Officer XXXXXXXX EMERALD FARM, L.C., a Virginia limited liability company By: Xxxxxxxx Homebuilding Companies, Inc., a Delaware corporation, its Manager By: Xxxxxxxxxxx Xxxxxxxx. Chief Executive Officer XXXXXXXX POTOMAC YARD, L.C., a Virginia limited liability company By: Xxxxxxxx Homebuilding Companies, Inc., a Delaware corporation, its Manager By: Xxxxxxxxxxx Xxxxxxxx. Chief Executive Officer EXHIBIT A LEGAL DESCRIPTION OF PROPERTY See attached. Exhibit A SCHEDULE 4.14 EXISTING DEBT Lender Balance as of 08/31/11 Recourse Bank of America $ 3,751,621 Unsecured * Cardinal Bank $ 9,740,151 Secured Cornerstone (Haven Trust) $ 400,000 Unsecured Branch Banking & Trust $ 263,362 Secured Wachovia $ 132,488 Unsecured Seller – Emerald Farm $ 100,000 Unsecured Fifth Third $ 25,000 Secured * BCL Eclipse $ 8,321,051 Secured ** Due to affiliates – Stonehenge $ 5,008,477 Unsecured Total $ 27,742,150 * Guaranty obligation of Xxxxxxxx ** Subject to a forbearance agreement
ACKNOWLEDGED AND AGREED. QPAGOS By: /s/ Gxxxxx Xxxxxxx Authorized Officer
ACKNOWLEDGED AND AGREED. The undersigned hereby acknowledges its appointment as Paying Agent and agrees, so long as such appointment shall remain in effect, to act in such capacity as provided herein: CITIBANK N.A., as Paying Agent Name: Title: CITIBANK, N.A., as a Lender By: Name:
ACKNOWLEDGED AND AGREED. By: --------------------------------- Name: ------------------------------- Title: ------------------------------
ACKNOWLEDGED AND AGREED. SUN PAGING COMMUNICATIONS ------------------------------------------------------ BY: XXXXXX COMMUNICATIONS, INC. ------------------------------------------------------ BY: AMERICAN MOBILPHONE, INC. ------------------------------------------------------ BY: CONTACT COMMUNICATIONS INC. ------------------------------------------------------ BY: Xxxx X. Xxxxx, Vice President and General Counsel DATE: ------------------------------------------------------ EXHIBIT D
