Ladies and Gentleman Clause Samples
Ladies and Gentleman. Pursuant to Section 1.6 of the Credit Agreement, the Borrowers hereby give notice of their request to have the interest rate on an outstanding [LIBOR] [Prime Rate] Loan which is in the amount of $[ ] made on [ ] [converted to] [continued as] a [Prime Rate] [LIBOR] Loan as of [ ]. [The Borrowers hereby further confirm their request that the Interest Period beginning on such date and applicable to such LIBOR Loan end [1], [2], [3], [6] months after such date, unless an earlier date is otherwise required by the Credit Agreement.] The representations and warranties contained in the Credit Agreement and the other Loan Documents are as of the date hereof and, on the date such Loan is made will be, true and accurate in all material respects (except to the extent affected by transactions occurring after the date of the Credit Agreement and permitted therein), with and without giving effect to the requested conversion or continuation (except to the extent of changes resulting from transactions contemplated or permitted by this Agreement and the other Loan Documents and to the extent that such representations and warranties relate expressly to an earlier date). Each Borrower hereby further confirms that at the date hereof (i) the Borrowers have performed and complied with all covenants and conditions in the Credit Agreement to be performed or complied with by such Borrowers prior to the making of the requested conversion or continuation, (ii) no Default shall have occurred and be continuing or result from such conversion or continuation, and (iii) no event or circumstance has occurred which had or would be reasonably likely to have a Material Adverse Effect since the date of the most recent audited financial statements delivered to the Lender. Executed as an instrument under seal as of the date first above written. THE FIRST MARBLEHEAD CORPORATION FIRST MARBLEHEAD DATA SERVICES, INC. FIRST MARBLEHEAD EDUCATION RESOURCES, INC. GATE HOLDINGS, INC. ▇▇▇▇ MARKETING SERVICES, INC. By:_______________________________ Duly authorized as to all EXHIBIT D TO LOAN AND SECURITY AGREEMENT FORM OF EXEMPTION CERTIFICATE Reference is made to the Loan and Security Agreement, dated as of [ ], 2003 (as amended, supplemented or otherwise modified from time to time, the "CREDIT AGREEMENT") between THE FIRST MARBLEHEAD CORPORATION, FIRST MARBLEHEAD DATA SERVICES, INC., FIRST MARBLEHEAD EDUCATION RESOURCES, INC., GATE HOLDINGS, INC. and ▇▇▇▇ MARKETING SERVICES, INC. (each individually, a "...
Ladies and Gentleman. In accordance with the Agreement, the Owner hereby certifies and represents to, and agrees with, Energy Systems Group, LLC as follows: The ECM (or ECM’s), Facility (or Facilities), or the entire Project, as the case may be, (as defined in the Agreement) have been delivered, installed, and accepted as of (the “Acceptance Date”). Owner has conducted such inspection and/or testing of the ECM (or ECM’s), Facility or the entire Project, as the case may be, as it deems necessary and appropriate and hereby acknowledges that it accepts the ECM (or ECM’s), Facility, or the entire Project, as the case may be, for all purposes. No event or condition that constitutes, or with notice or lapse of time, or both, would constitute, an Event of Default (as defined in the Agreement) exists at the date hereof. Sincerely, By: ▇▇▇▇▇ ▇▇▇▇▇▇ Its: Mayor Date: August 20, 2012 25% September 15, 2012 5% October 15, 2012 5% November 15, 2012 5% December 15, 2012 January 15, 2013 5% 10% February 15, 2013 10% March 15, 2013 10% April 15, 2013 10% May 15, 2013 5% June 15, 2013 5% July 15, 2013 5% ESG will replace the existing submerged coarse bubble diffusers with new fine bubble membrane diffusers to prevent further clogging in the air distribution system and to provide a better mixing capability while reducing the system airflow. In addition ESG will install new VFD and sensors to modulate the motor speed as required. This new system will generate additional energy savings by reducing the amount of air required by the system without clogging the air distribution system and reducing the maintenance cost of this operation. Included in the upgrade will be the following items: - Removal of existing aeration equipment as required. - Installation of fixed-grid fine bubble aeration systems complete with all necessary components required for installation downstream of the top connection of the new drop pipes in one (1) process tank. - Supply and installation of new above basin header pipe from blower to top of drop. - Includes air piping, supports and diffusers. - Includes a leak check provided water and air are available immediately after installation. - Installation of two (2) 40 HP, 480V/60Hz/3Ø VFDs. - Running one (1) new control conduit to sludge thickening tank VFD’s. - Run one (1) new ¾” conduit trench across property to sludge tank blowers for tank dissolved oxygen sensors to PLC in Headworks building for operation and control. - Programming of the PLC and existing WWTP SCADA system in...
Ladies and Gentleman. In accordance with the Agreement, Owner hereby certifies and represents to, and agrees with, Energy Systems Group, LLC as follows: The ECM (or ECMs), Facility (or Facilities), as the case may be, (as defined in the Agreement) have been delivered, installed, and accepted as of (the “Substantial Completion Date”). Owner has conducted such inspection and/or testing of the ECM (or ECMs), Facility, as the case may be, as it deems necessary and appropriate and hereby acknowledges that it accepts the ECM (or ECMs), Facility, as the case may be, for all purposes. No event or condition that constitutes, or with notice or lapse of time, or both, would constitute, a default or breach of contract exists at the date hereof. Sincerely, By: Its: Date: DocuSign Envelope ID: 94264B65-A282-421E-AF04-7C9A07B3A907
Ladies and Gentleman. Pursuant to Section 2.4 of the Credit Agreement, the Borrowers hereby confirm their request made on _______________ for a [Revolving/Term] Loan in the amount of $______________ to be made on ___________________. The Borrowers hereby confirm their request that such Loan be a [Base Rate/Eurodollar] Loan [with an Interest Period of one/two/three/six months]. [The proceeds of such Revolving Loan shall be used by the Borrowers as set forth in Schedule A hereto.]
Ladies and Gentleman. In accordance with the Agreement, the City hereby certifies and represents to, and agrees with, ▇▇▇▇▇ Engineering Corporations follows:
Ladies and Gentleman. In accordance with the Contract, the Owner hereby certifies and represents to, and agrees with, Energy Systems Group, LLC as follows: The ECM (or ECMs), Facility (or Facilities), or the entire Project, as the case may be, (as defined in the Contract) have been delivered, installed, and accepted as of (the “Acceptance Date”). Owner has conducted such inspection and/or testing of the ECM (or ECMs), Facility or the entire Project, as the case may be, as it deems necessary and appropriate and hereby acknowledges that it accepts the ECM (or ECMs), Facility, or the entire Project, as the case may be, for all purposes. No event or condition that constitutes, or with notice or lapse of time, or both, would constitute, an Event of Default (as defined in the Contract) exists at the date hereof. Sincerely,
Ladies and Gentleman. In accordance with the Agreement, Owner hereby certifies and represents to, and agrees with, Energy Systems Group, LLC as follows: The Work (as defined in the Agreement) has been delivered, installed, and accepted as of (the “Final Acceptance Date”). Owner has conducted such inspection and/or testing of the Work, as it deems necessary and appropriate, and hereby acknowledges that it accepts all of the Work for all purposes. No event or condition that constitutes, or with notice or lapse of time, or both, would constitute, a default or breach of contract exists at the date hereof. Sincerely, By: Its: Date: DocuSign Envelope ID: 94264B65-A282-421E-AF04-7C9A07B3A907 Energy Systems Group, LLC ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Newburgh, IN 47630 Re: Energy Performance Contract, dated as of November 15 , 2022 (the “Agreement”), between Energy Systems Group, LLC (the “Contractor”) and West Babylon Union Free School District (the “Owner”).
Ladies and Gentleman. Pursuant to Section 2.4 of the Credit Agreement, the Borrowers hereby confirm their request made on [] for a Loan in the amount of $[] to be made on []. The Borrowers hereby confirm their request that such [Revolving/Term] Loan be a [Base Rate/Eurodollar] Loan. The proceeds shall be used by the Borrowers as set forth in Schedule A hereto. The representations and warranties contained in the Credit Agreement and other Loan Documents are as of the date hereof and, on the date such Loan is made will be, true and accurate in all material respects (except to the extent affected by transactions occurring after the date of the Credit Agreement and permitted therein), with and without giving effect to the requested Loan and the application of the proceeds thereof. The Borrowers hereby further confirm that at the date hereof (i) the Borrowers have performed and complied with all covenants and conditions in the Credit Agreement to be performed or complied with by the Borrowers prior to the making of the requested Loan, (ii) no Default shall have occurred and be continuing or result from such Loan, and (iii) there has been no material adverse change in the business, assets, condition (financial or otherwise), or prospects of any Company since the date of the Credit Agreement. Executed as an instrument under seal as of the date first above written. JERRY'S FAMOUS DELI, INC. JFD, INC. NATIONAL DELI CORPORATION JERRY'S FAMOUS DELI L.A., INC. By: ------------------------------------ Duly authorized signatory as to all Schedule A to EXHIBIT 2.4 Use of Proceeds EXHIBIT 2.5 INTEREST RATE OPTION NOTICE
Ladies and Gentleman. Assalamualaikum Warahmatullahi Wabarakatuh, Salam 1Malaysia and a very good morning,
1. Alhamdulillah, I am most grateful to Allah, the Most Gracious and Most Merciful, for His blessings in giving us the opportunity to gather here at the Memorandum of Agreement (MoA) signing ceremony between UniMAP, GETSO and UniMAP Holdings for RE Project – Rooftop Solar Panel for FIT (Feed – in – tariff). I would like to bid Selamat Datang to all respected guests for being here today. I do believe your presence here today has shown your support and trust to UniMAP’s potential to undertake this joint project.
2. It is indeed a remarkable effort where UniMAP will be collaborating with Getsol Sdn Bhd in implementing 3.2MW Grid-Connected Solar Photovoltaic Rooftop Power Generation for Feed-in Tariff. At this opportune moment, I would like to share with you information on energy scenario in Malaysia.
3. Energy is required in almost our daily life including office work, agriculture, transportation, telecommunication, industrial activities and others that influence the nation economic growth. In 1981, the Government has adopted the Four-Fuel strategy which are oil, gas, coal and hydro, aimed at ensuring reliability and security of supply. However, the rise of market oil price, depletion of fossil fuels and environmental concerns of carbon dioxide (CO2) emission has prompted Malaysia to look for alternative and clean energy such as the development of sustainable renewable energy.
4. In 2001 under the ▇▇▇ ▇▇▇▇▇▇▇▇ Plan, Renewable Energy (RE) was introduced as the Fifth Fuel in the nation’s energy supply mix.
5. Since then Malaysia has given special attention toward clean energy in ▇▇▇ ▇▇▇▇▇▇▇▇ Plan. The formation of the Ministry of Energy, Green Technology and Water (KeTTHA) in April 2009 presents another milestone in the commitment of the Government towards Green Energy while in July 2009, National Green Technology Policy was introduced to ensure sustainable development and the conservation of the environment for future generation.
6. Under 10th Malaysia Plan in 2011, the Government has launched Renewable Energy ▇▇▇ ▇▇▇▇ together with Sustainable Energy Development Authority of Malaysia (SEDA Malaysia) which is a statutory body formed under the Sustainable Energy Development Authority ▇▇▇ ▇▇▇▇. The keyrole of SEDA is to administer and manage the implementation of the feed-in tariff mechanism which is mandated under the Renewable Energy ▇▇▇ ▇▇▇▇.