UNDERLYING OBLIGATIONS Sample Clauses

UNDERLYING OBLIGATIONS. Parties’ obligations
View SourceView Similar (11)
UNDERLYING OBLIGATIONS. This is an all inclusive purchase money deed of trust, securing on all-inclusive purchase money promissory note in the original principal amount of __________________________________________________________________________________________________________________________ Dollars ($_________________) (the "Note") which includes within such amount the unpaid balance of the following:
View SourceView Similar (2)
UNDERLYING OBLIGATIONS. Copies of the First Note and First Mortgage are attached hereto as Exhibit D and are sometimes hereinafter referred to as the "Existing Note" and "Existing Encumbrance". If the First Mortgage documents require that the Lender consent to the conveyance provided for in this Agreement, then the parties' obligations hereunder are subject to receipt of the consent ("Consent") and an Estoppel Certificate (as hereinafter defined). The Purchaser agrees to execute the documents required by the Lender in order to obtain Lender's Consent, provided that, except for the limited personal liability provisions presently contained in the First Mortgage documents, Purchaser will not assume any personal liability for the indebtedness and the Consent shall not require a change in the interest rate or a change in the maturity date of the loan. If the Consent is not received by Seller within five (5) days prior to the Closing Date, then either party shall have the right upon notice to the other party delivered not less than three (3) days prior to the Closing Date to terminate this Agreement. In the event of termination of this Agreement, all the Earnest Money plus all accrued i▇▇▇▇▇▇▇ shall be delivered to the Purchaser.
View SourceView Similar (2)
UNDERLYING OBLIGATIONS. Anything in this Section 6 to the contrary notwithstanding, the Agent and the Banks hereby agree that the Banks shall not enter into any amendment to this Credit Agreement with any of the Borrowers (other than the Parent) without the consent of the Parent.
View SourceView Similar (2)
UNDERLYING OBLIGATIONS. This is an all inclusive purchase money deed of trust, securing on all-inclusive purchase money promissory note in the original principal amount of Dollars ($ ) (the "Note") which includes within such amount the unpaid balance of the following:
View Source
UNDERLYING OBLIGATIONS. 4.1 The Abstract Acknowledgement of Indebtedness II is made with regard to the payment of all Obligations under the Credit Documents of the US Borrower. Without limiting the generality of the foregoing, this Agreement is made with regard to the payment of all amounts that constitute part of the Obligations under the Credit Documents and would be owed by the US Borrower to the Secured Parties but for the fact that they are unenforceable or not allowable due to the existence of a bankruptcy, reorganization or similar proceeding involving the US Borrower and/or each other Credit Party (hereinafter collectively referred to as the “Underlying Obligations”). 4.2 The Debtor’s obligations under this Agreement shall not affect any of the Debtor’s obligations, promises and other liabilities under the other Credit Documents and any Hedge Agreement.
View Source
UNDERLYING OBLIGATIONS. Echo Bay agrees to pay, on or before August 31 each year that this Heads of Agreement or the Venture Agreement is in full force and effect, the federal claim rental fees due for the unpatented claims comprising the Venture Property. Echo Bay may, with the consent of Americomm, abandon all or a portion of Americomm Claims. As of the Effective Date, and during the Initial Exploration Phase, unless the Venture Agreement is terminated on or before thirty (30) days prior to the due date of any payment or obligation required pursuant to the ▇▇▇ ▇▇▇▇▇▇▇ Lease and the ▇▇▇▇▇▇▇▇ Lease, or on or before thirty (30) days prior to the end of any assessment work year, Echo Bay shall make all payments and complete all obligations required by the ▇▇▇ ▇▇▇▇▇▇▇ Lease and the ▇▇▇▇▇▇▇▇ Lease, and perform assessment work and make necessary filings required to maintain the unpatented claims comprising the Venture Property. Echo Bay shall make the required payments directly to ▇▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, on or before fifteen (15) days prior to the due date with a copy of such payment provided to Americomm. In addition, Echo Bay shall have the right, subject to Americomm's approval, to renegotiate the ▇▇▇ ▇▇▇▇▇▇▇ Lease and the ▇▇▇▇▇▇▇▇ Lease.
View Source
UNDERLYING OBLIGATIONS. Except as otherwise expressly stated in this Amendment, all of the terms and provisions of the Voting Agreement shall remain in full force and effect, without amendment or modification. The Company and the Investors agree that this Amendment shall not be construed as an agreement to extinguish the Company’s original obligations under the Voting Agreement and shall not constitute a novation as to the obligations of the Company under the Voting Agreement.
View Source

Related to UNDERLYING OBLIGATIONS

  • Existing Obligations Termination of this Agreement shall not affect any obligations of the Parties under this Agreement prior to the date of termination including, but not limited to, completion of all medical records and cooperation with BCBSM with respect to any actions arising out of this Agreement filed against BCBSM after the effective date of termination. This Agreement shall remain in effect for the resolution of all matters pending on the date of termination. BCBSM's obligation to reimburse Provider for any Covered Services will be limited to those provided through the date of termination.

  • Ongoing Obligations I reaffirm my ongoing obligations under the Anthera Pharmaceuticals, Inc. Confidentiality and Inventions Assignment Agreement between me and the Company dated _______________, 20__ (the “Confidentiality Agreement ”), including, without limitation, my obligations to maintain the confidentiality of all confidential and proprietary information of the Company, to return to the Company (in good condition) all of the Company’s equipment, property, and documents (whether in paper, electronic, or other format, and all copies thereof) that are in my possession or control, and refrain from certain solicitation activities for a twelve (12) month period after my employment ends. I acknowledge that the execution of Exhibit A to the Confidentiality Agreement, entitled “Anthera Pharmaceuticals, Inc. Termination Certification” (the “Certification”), is required by the Confidentiality Agreement and accordingly agree to sign and return to the Company, at the same time I return the Release, the Certification (attached hereto as Appendix A) as a condition to my entitlement to the Separation Benefits. I also reaffirm my ongoing obligations under the Anthera Pharmaceuticals, Inc. Statement of Company Policy Regarding ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and Disclosure of Material Non-Public Information (the “▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Policy”) and agree that those obligations continue to apply following my separation from employment, until such time as any material, nonpublic information possessed by me has become public or is no longer material, but not to exceed 12 months. Without limiting the foregoing, I acknowledge and agree that I shall continue to be subject to the remainder of any Quarterly Black-Out or Special Black-Out (as defined in the ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Policy), if such black-out period was instituted prior to my separation from employment.

  • Filing Obligations (a) The Master Servicer, the Special Servicer, the Operating Advisor, the Asset Representations Reviewer, the Custodian, the Certificate Administrator and the Trustee shall (and shall cause (or, in the case of a Mortgage Loan Seller Sub-Servicer, shall use commercially reasonable efforts to cause) each Additional Servicer and Servicing Function Participant utilized thereby to) reasonably cooperate with the Depositor and each Other Depositor in connection with the satisfaction of the Trust’s and each Other Securitization Trust’s reporting requirements under the Exchange Act. Pursuant to Section 10.04, Section 10.05 and Section 10.07, the Certificate Administrator shall prepare for execution by the Depositor any Forms 10-D, ABS-EE, 10-K and 8-K required by the Exchange Act with respect to the Trust, in order to permit the timely filing thereof, and the Certificate Administrator shall file (via the Commission’s Electronic Data Gathering and Retrieval System) such Forms executed by the Depositor. (b) In the event that the Certificate Administrator is unable to timely file with the Commission or deliver to any Other Depositor or Other Exchange Act Reporting Party as to which the applicable Companion Loan is affected, all or any required portion of any Form 8-K, 10-D, ABS-EE or 10-K required to be filed by this Agreement because required disclosure information was either not delivered to it or delivered to it after the delivery deadlines set forth in this Agreement, the Certificate Administrator shall promptly as soon as practicable, but in no event later than twenty-four (24) hours after determination (but if the next calendar day is not a Business Day, then in no event later than 10:00 a.m., New York time, on the next Business Day), notify the Depositor, such Other Depositor or Other Exchange Act Reporting Party thereof. In the case of Forms 10-D, ABS-EE and 10-K, the Depositor and the Certificate Administrator will thereupon cooperate to prepare and file a Form 12b-25 and a Form 10-D/A, Form ABS-EE/A or Form 10-K/A, as applicable, pursuant to Rule 12b-25 of the Exchange Act. In the case of Form 8-K, the Certificate Administrator will, upon receipt of all required Form 8-K Disclosure Information, include such disclosure information on the next succeeding Form 10-D to be filed for the Trust. In the event that any previously filed Form 8-K or Form 10-K needs to be amended, the Certificate Administrator will notify the Depositor thereof, and such other parties as needed and the parties hereto will cooperate with the Certificate Administrator to prepare any necessary Form 8-K/A or Form 10-K/A. In the event that any previously filed Form 10-D or Form ABS-EE needs to be amended, the Certificate Administrator shall notify the Depositor thereof, and such other parties as needed, and the parties hereto shall cooperate to prepare any necessary Form 10-D/A or Form ABS-EE/A. Any Form 12b-25 or any amendment to Form 8-K, Form 10-D, Form ABS-EE/A or Form 10-K shall be signed by an officer of the Depositor. The parties to this Agreement acknowledge that the performance by the Certificate Administrator of its duties under this Section 10.03 related to the timely preparation and filing of Form 12b-25 or any amendment to Form 8-K, Form 10-D, Form ABS-EE or Form 10-K is contingent upon such parties observing all applicable deadlines in the performance of their duties under this Article X. The Certificate Administrator shall have no liability for any loss, expense, damage, or claim arising out of or with respect to any failure to properly prepare, arrange for execution and/or timely file any such Form 12b-25 or any amendments to Form 8-K, Form 10-D, Form ABS-EE or Form 10-K, where such failure results from the Certificate Administrator’s inability or failure to receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 12b-25 or any amendments to Forms 8-K, Form 10-D, Form ABS-EE or Form 10-K, not resulting from its own negligence, bad faith or willful misconduct.

  • Reporting Obligations As long as any Holder shall own Registrable Securities, the Company, at all times while it shall be a reporting company under the Exchange Act, covenants to file timely (or obtain extensions in respect thereof and file within the applicable grace period) all reports required to be filed by the Company after the date hereof pursuant to Sections 13(a) or 15(d) of the Exchange Act and to promptly furnish the Holders with true and complete copies of all such filings. The Company further covenants that it shall take such further action as any Holder may reasonably request, all to the extent required from time to time to enable such Holder to sell shares of Common Stock held by such Holder without registration under the Securities Act within the limitation of the exemptions provided by Rule 144 promulgated under the Securities Act (or any successor rule promulgated thereafter by the Commission), including providing any legal opinions. Upon the request of any Holder, the Company shall deliver to such Holder a written certification of a duly authorized officer as to whether it has complied with such requirements.

  • General Servicing Obligations The Company shall sell any REO Property within two years after its acquisition by the REMIC unless (i) the Company applies for an extension of such two-year period from the Internal Revenue Service pursuant to the REMIC Provisions and Code Section 856(e)(3), in which event such REO Property shall be sold within the applicable extension period, or (ii) the Company obtains for the Purchaser an Opinion of Counsel, addressed to the Purchaser and the Company, to the effect that the holding by the REMIC of such REO Property subsequent to such two year period will not result in the imposition of taxes on "prohibited transactions" as defined in Section 860F of the Code or cause the REMIC to fail to qualify as a REMIC under the REMIC Provisions or comparable provisions of relevant state laws at any time. The Company shall manage, conserve, protect and operate each REO Property for the Purchaser solely for the purpose of its prompt disposition and sale in a manner which does not cause such REO Property to fail to qualify as "foreclosure property" within the meaning of Section 860G(a)(8) or result in the receipt by the REMIC of any "income from non-permitted assets" within the meaning of Section 860F(a)(2)(B) of the Code or any "net income from foreclosure property" which is subject to taxation under Section 860G(a)(1) of the Code. Pursuant to its efforts to sell such REO Property, the Company shall either itself or through an agent selected by the Company protect and conserve such REO Property in the same manner and to such extent as is customary in the locality where such REO Property is located and may, incident to its conservation and protection of the interests of the Purchaser, rent the same, or any part thereof, as the Company deems to be in the best interest of the Company and the Purchaser for the period prior to the sale of such REO Property; provided, however, that any rent received or accrued with respect to such REO Property qualifies as "rents from real property" as defined in Section 856(d) of the Code.