Reaffirmation of Existing Agreements Clause Samples

Reaffirmation of Existing Agreements. Notwithstanding the provisions of Section 1.5 above, the Parties hereby acknowledge and reaffirm (a) the Tax Sharing and Indemnification Agreement dated December 31, 1997 entered into by and among Nu Skin International, Nu Skin USA, and their respective shareholders, (b) the Assumption of Liabilities and Indemnification Agreement dated effective as of December 31, 1997 entered into by and between Nu Skin International and 252nd Shelf Corporation, a Delaware corporation (now known as "Nu Skin USA, Inc."), and (c) the Employee Benefits Allocation Agreement (undated) entered into by and between Nu Skin International and Nu Skin USA (collectively, the "Existing Agreements"). The Existing Agreements shall remain in full force and effect as originally executed and are not being terminated, modified, or amended in any manner or respect by this Agreement or any of the transactions contemplated hereby.

Reaffirmation of Existing Agreements. Employee acknowledges and agrees that throughout her employment with Employer, she has signed agreements regarding her confidentiality, work product, non solicitation and non competition obligations (the “Confidentiality Agreements”). Employee hereby reaffirms and ratifies the terms of such Confidentiality Agreements, agrees to be bound by and comply with such Confidentiality Agreements in their entirety and acknowledges and agrees that such Confidentiality Agreements remain in full force and effect and the terms thereof are not amended or altered in any way by the terms of this Agreement.

Reaffirmation of Existing Agreements. The Executive acknowledges and reaffirms that the Executive’s existing obligations under the Employment Agreement and any other agreement to which the Executive and the Company are parties (the “Existing Agreements”) survive the end of the Executive’s employment and continue according to their respective terms, and that the Executive has fully complied with such obligations.

Reaffirmation of Existing Agreements. 1.1 PII acknowledges, ratifies and confirms the validity and enforceability of each of the Existing Agreements. 1.2 PII and each of the Institutions agree that the balances due under and the number and amount of delinquent payments (exclusive of any late charges, default interest or other amounts resulting from the failure to pay such payments when due) under each of the Existing Agreements are set forth on each Institution's schedule within Schedule 1(1). PII acknowledges that its obligations under the Existing Agreements as set forth on Schedule 1 are enforceable according to the terms of the Existing Agreements and that no defenses, offsets, claims or counterclaims in favor of PII exist under or with respect to the Existing Agreements, including, without limitation, as to the amounts set forth on Schedule 1. 1.3 All terms, covenants, conditions and obligations of PII contained in the Existing Agreements shall continue in full force and effect, shall be enforceable against PII in accordance with their terms, and shall, except as expressly provided herein, be unmodified and unaffected by this Agreement, including, without limitation, that (a) upon completion of the revised payment schedule for the period indicated on Schedule 1, there may be monthly payments remaining under the terms of some or all of the Existing Agreements, which payments will be due and owing pursuant to the Existing Agreements unaffected by this Agreement and (b) following full satisfaction of the Lessors' Existing Agreements, PII shall retain any existing option to purchase the subject equipment on the terms and conditions that such option is available pursuant to the Existing Agreements. -------------------- (1) It is understood by the parties that the payment amounts reflected on Schedule 1 do not include any taxes, and that taxes will be billed and payable in addition to the stated payment amounts. 1.4 Nothing herein shall be or shall be deemed to be or construed to be a change of character of any lease into any other type of transaction. PII and each of the Institutions waive any right to take the position, in or outside of bankruptcy proceedings, that any lease described in a Lessor's applicable Existing Agreement is a conditional or disguised sale, a secured transaction or any other transaction other than a true lease (the "Characterization Waiver"). In any event, if any Lessor's Existing Agreement is determined to be a lease intended as security, then all of the provisions of ...