Satisfaction and Release Sample Clauses

Satisfaction and Release. Raven hereby acknowledges and agrees that upon payment of the Consideration, no further payments shall be due to Raven from Terra Gold under the Terra Gold Agreement, and each party shall be fully released from its obligations to each other or affiliates of each other under the Terra Gold JV Agreement. Without limiting the generality of the foregoing sentence, no additional royalty for any past mining activity by Terra Gold up to the date of this Letter Agreement is due from Terra Gold to Raven, and Raven hereby acknowledges that it has received all royalty payments to which i t is due as of the date of this Letter Agreement. Terra Gold Corporation February 12, 2014

Satisfaction and Release. If (a) all Obligations secured hereby shall be paid, performed and satisfied in full, (b) the Mortgaged Property (or any portion thereof, in which case the provisions of clauses (i) through (iv) below shall be applicable only to such portion) shall be sold, consigned, conveyed or transferred in accordance with the provisions of the Pipelines Agreement, [and/or] (c) the Pipelines Agreement shall be terminated, cancelled or otherwise expire, and the Obligations of the Partnership Entities (as defined in the Pipelines Agreement) set forth in Section 2(f) of the Pipelines Agreement shall no longer be applicable, and/or (d) at any time Grantor’s or HEP’s (in the event Grantor does not have a stand-alone credit rating) senior unsecured debt has an Investment Grade Rating (as hereinafter defined) from both M▇▇▇▇’▇ Investors Service, Inc. (“M▇▇▇▇’▇”) and Standard & Poor’s Ratings Group (“S&P”) (or any successor to the rating business of either thereof), then (i) this Deed of Trust shall be null and void, (ii) the liens and security interests created by this Deed of Trust shall be released as promptly as practicable, (iii) the Mortgaged Property shall revert to Grantor (or the transferee in the case of clause (b) above) free and clear of the liens and security interests created by this Deed of Trust, and (iv) Beneficiary and Trustee (as applicable) shall execute and deliver, or cause to be executed and delivered, instruments of satisfaction and release that are reasonably requested by Grantor. Otherwise, this Deed of Trust shall remain and continue in full force and effect. As used in this Section 9.6, the term “Investment Grade Rating” shall mean a rating equal to or higher than Baa3 (or the equivalent) by M▇▇▇▇’▇, or BBB- (or the equivalent) by S&P.

Satisfaction and Release. If Grantor shall pay to Beneficiary the Secured Indebtedness, at the times and in the manner stipulated in the Loan Documents, and if Grantor shall perform and observe each of the terms, covenants and agreements set forth in the Loan Documents, then this Deed of Trust and all the rights granted by this Deed of Trust shall be satisfied and released by Trustees and/or Beneficiary in accordance with the laws of the Commonwealth of Virginia.

Satisfaction and Release. 13 1.16.4. No Obligations........................................ 13 1.16.5. Rights in Litigation and Bankruptcy................... 13 1.17. Environmental Covenants and Representations................... 13 1.18. Release Upon Satisfaction of Obligations...................... 13 1.19.

Satisfaction and Release. This SATISFACTION AND RELEASE (“Agreement”) is made and entered into this 12th day of November, 2020 (the “Effective Date”), between ImageWare Systems, Inc., a Delaware corporation (the “Company”), and S. Ja▇▇▇ ▇▇▇▇▇▇, an individual (the “Lender”). Capitalized terms not otherwise defined herein shall have the meanings as set forth in that certain Debt Exchange Agreement dated November 12, 2020 (the “Exchange Agreement”), by and between the Company and Lender.

Satisfaction and Release. Upon satisfaction of the requirements of Section 1.22 hereof providing for a release of the lien of this Deed of Trust, the assignment made in this Section 1.20 and all rights hereunder assigned to Beneficiary shall cease and terminate and shall revert to Grantor.

Satisfaction and Release. If Borrower shall pay to Lender the Secured Indebtedness, at the times and in the manner stipulated in the Loan Documents, then this Security Instrument shall be satisfied and released of record by Lender in accordance with the laws of the State. Provided that all of the Assignment Conditions (as hereinafter defined) are satisfied, Lender agrees, upon request of Borrower, in lieu of executing a satisfaction and release of this Security Instrument, to assign this Security Instrument, without recourse, representation or warranty of any kind (other than that the Lender is the holder of the Security Instrument and is authorized to transfer the same) to any financial institution or other lender designated by Borrower. As used herein, the term “Assignment Conditions” shall mean all of the following: (i) Borrower shall have paid to Lender a non-refundable processing fee of $2,500.00 plus all of the reasonable out-of-pocket costs and expenses of Lender in connection with the proposed assignment of the Security Instrument and all related documents (including, without limitation, reasonable attorneys’ fees and disbursements); (ii) the request for assignment by Borrower is made not less than thirty (30) days (and not more than (90) days) prior to the date of the proposed payoff of the Loan; (iii) the form of the Assignment of Security Instrument and Allonge to the Note are reasonably satisfactory to Lender (and contain only those representations set forth in this Section 1.03); (iv) Borrower pays all transfer tax, mortgage recording tax, documentary stamp or intangibles tax due in connection with the assignment of the Security Instrument or other assignment documents being executed by Lender; (v) Borrower and Liable Party execute a release, with respect to the Loan and the Loan Documents, of Lender in such form as shall be reasonably required by Lender; and (vi) Lender is permitted by applicable federal or state law to assign the Security Instrument (it being understood that if there is any legal requirement to obtain consent prior to assignment, then in no event shall Lender be obligated to assign the Security Instrument until such time as consent is obtained).

Satisfaction and Release. Upon payment and performance in full of the Secured Obligations (i) this Pledge Agreement and all liens, security interests, rights and remedies granted or provided to Pledgee hereunder or by reason hereof shall automatically terminate and be without further force or effect; (ii) Pledgee shall take all actions reasonably requested by Pledgor to confirm) the foregoing, and (iii) Pledgor shall have sole and exclusive authority to deal with, and instruct Obligors with respect to, the Pledged Collateral.

Satisfaction and Release. As of the Closing (as defined in paragraph 4 below), (a) the $3 Million Loan and the $3 Million Note shall be deemed canceled, paid in full, and satisfied in all respects, including, but not limited to, all principal and accrued interest due in connection therewith, (b) all obligations of the Company to Lender under the $3 Million Loan and the $3 Million Note shall terminate and be null and void, and (c) Lender will be deemed to waive all rights to the Additional Payments, and the Company will have no obligation to make any Additional Payment which has not been made prior to the Closing. From and after the Closing, the Lender releases, acquits and forever discharges the Company, and all of its respective subsidiaries, affiliates, agents, employees, officers, and directors, as well as their respective heirs, successors, legal and personal representatives, and assigns of any and all of them, from and against any and all claims, liabilities, losses, damages, cause or causes of action of any kind or character whatsoever, whether liquidated, unliquidated or disputed, asserted or assertable, known or unknown, in contract or in tort, at law or in equity, which the Lender might now or hereafter have arising out of, or in connection with, or relating to, the $3 Million Note and $3 Million Loan, including, but not limited to, all obligations of the Company under the $3 Million Loan for the payment of any Additional Payments.