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Agent’s Review of Proposed Amendments and Supplements
Agent’s Review of Proposed Amendments and Supplements contract clause examples
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To prepare responses to any comments issued by the staff of the SEC with respect to the General Form for Registration of Securities on Form 10 (the “Form 10”) covering the registration of QSHI’s class of Common Stock, pursuant to Section 12(g) of the Exchange Act, which was filed with the SEC on January 10, 2019. The costs and expenses of the preparation and filing of any amendments or supplements to the Form 10 and any response letters to the SEC shall be borne solely by the Seller. The Seller shall permit the Purchaser’s legal counsel to review and comment on all amendments and supplements to the Form 10, and any response letters related thereto, within a reasonable number of days prior to their filing with the SEC. The Seller hereby agrees to not file any amendment or supplement to the Form 10 or any response letter in a form to which the Purchaser, or its legal counsel, reasonably objects.

By signing below, the undersigned consents to the disclosure of the information contained herein in its answers to Items 1 through 5 and the inclusion of such information in the Registration Statement and the related prospectus and any amendments or supplements thereto. The undersigned understands that such information will be relied upon by [[Organization A:Organization]] in connection with the preparation or amendment of the Registration Statement and the related prospectus and any amendments or supplements thereto.

References to Agreements and Laws. Unless otherwise expressly provided herein, # references to Organization Documents, agreements (including the Loan Documents) and other contractual instruments shall be deemed to include all subsequent amendments, restatements, extensions, supplements and other modifications thereto, but only to the extent that such amendments, restatements, extensions, supplements and other modifications are not prohibited by any Loan Document; and # references to any Law shall include all statutory and regulatory provisions consolidating, amending, replacing, supplementing or interpreting such Law.

Agent’s Reimbursement and Indemnification. The [[Organization B:Organization]] agree to reimburse and indemnify the Agent ratably in proportion to their respective Commitments (or, if the Commitments have been terminated, in proportion to their Commitments immediately prior to such termination) # for any amounts not reimbursed by [[Organization A:Organization]] for which the Agent is entitled to reimbursement by [[Organization A:Organization]] under the Loan Documents, # for any other expenses incurred by the Agent on behalf of the [[Organization B:Organization]], in connection with the preparation, execution, delivery, administration and enforcement of the Loan Documents (including for any expenses incurred by the Agent in connection with any dispute between the Agent and any Lender or between two or more of the [[Organization B:Organization]]) and # for any liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind and nature whatsoever which may be imposed on, incurred by or asserted against the Agent in any way relating to or arising out of the Loan Documents or any document delivered in connection therewith or the transactions contemplated thereby (including for any such amounts incurred by or asserted against the Agent in connection with any dispute between the Agent and any Lender or between two or more of the [[Organization B:Organization]]), or the enforcement of any of the terms of the Loan Documents or of any such other documents, provided that # no Lender shall be liable for any of the foregoing to the extent any of the foregoing is found in a final non-appealable judgment by a court of competent jurisdiction to have resulted from the gross negligence or willful misconduct of the Agent and # any indemnification required pursuant to Section 3.5(g) shall, notwithstanding the provisions of this Section 10.8, be paid by the relevant Lender in accordance with the provisions thereof. The obligations of the [[Organization B:Organization]] under this Section 10.8 shall survive payment of the Obligations and termination of this Agreement.

A supplemental indenture to the Existing Secured Note Indenture shall be executed by the Trustee, the Company and the other parties thereto promptly after the requisite consents for the Proposed Amendments under the Existing Secured Indenture are received, but the Proposed Amendments shall not be operative until a Secured Exchange Settlement Date has occurred.

Agreement” means this Agreement, and all the exhibits, Schedules and other documents attached to or referred to in this Agreement, and all amendments and supplements, if any, to this Agreement.

in the case of any Core Portfolio Investment that is not solely held by the Borrower and/or its Subsidiaries, the terms and conditions of such Core Portfolio Investment provide the Borrower (and/or its Subsidiary, as applicable) with the right to vote to approve or deny any amendments, supplements, waivers or other modifications of such terms and conditions (other than such routine amendments, supplements, waivers or other modifications as are permitted to be approved by the administrative agent only without the vote of the syndicate members);

Prior to the date of this Agreement, true and complete copies of each Material Contract (including all material supplements and amendments thereto) have been made available by the Company to Buyer.

Applications, supplements and amendments, pre- and post- approvals, and labeling approvals) of any Regulatory Authority, necessary to Exploit pharmaceutical product in a regulatory jurisdiction, including Marketing Approval but excluding Price Approval.

Following the Closing Date, the may propose, and the [[Organization A:Organization]] shall review and consider in good faith, one or more amendments to this Agreement pursuant to which the [[Organization A:Organization]] shall reinsure its applicable Quota Share of other product types and/or riders or endorsements to the Reinsured Policies as so proposed by the , in each case subject to the same terms and conditions of this Agreement unless otherwise agreed by the parties hereto. Following any such amendments, such other product types and/or riders or endorsements to the Reinsured Policies will constitute “Reinsured Policies” for all purposes of this Agreement.

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