Example ContractsClausesAnd Whereas
And Whereas
And Whereas contract clause examples

AND WHEREAS Tapinator is in the business of developing and publishing mobile games;

AND WHEREAS following the date of execution of the Purchase Agreement and prior to the Closing Date the Alberta Labour Relations Board received an application for certification as bargaining agent brought by the UNITE HERE Local 47 affecting certain classes of employees of the Corporation (the "Certification Application");

AND WHEREAS the Parties are desirous of terminating the said Agreement;

AND WHEREAS Khurram Samad is also a shareholder in Tapinator and currently owns 15,292,891 common shares.

AND WHEREAS, pursuant to an Amended and Restated Limited Waiver dated as of June 15, 2020 (the “June Limited Waiver”), which amended and restated an earlier limited waiver dated May 15, 2020 (the “May Limited Waiver”), the Administrative Agent on behalf of and at the direction of the Required Lenders waived the Closure Default until, and any consequences thereof, under the Credit Agreement or any other Loan Document, and extended the NFEC Deliverables Date to, June 30, 2020;

AND WHEREAS the Company has caused itself to be reinsured by the Reinsurer against certain risks insured by it under one or more reinsurance agreements (hereinafter called the “Reinsurance Agreements”);

AND WHEREAS the Reinsurer is not authorized under the Act to insure risks;

AND WHEREAS Khurram Samad and Tapinator have previously entered into a Game Engine and Game-specific Development Agreement dated June 17, 2014 (“Agreement 1”) and furthermore, GenITeam is bound by a Professional Services Agreement dated September 29, 2016 between Tapinator and GenITeam (“Agreement 2”), (together the “Previous Agreements”);

AND WHEREAS Tapinator and TapGames are desirous of formalizing a business relationship with a view of developing new mobile games (the “Games”) in line with Annex A to this Agreement, and Tapinator, GenITeam, and Khurram Samad are desirous of amending and clarifying certain terms of their existing business relationship.

AND WHEREAS where the Reinsurer is not authorized under the Act to insure risks and is incorporated elsewhere than in Canada, a reduction in the Company’s Minimum Continuing Capital and Surplus Requirements, in the Company’s Minimum Capital Test or in the assets to be maintained by the Company under the Act, as the case may be, may be made by the Company only to the extent that security is maintained in Canada, in respect of the potential liabilities of the Reinsurer under the Reinsurance Agreements, in an amount, of a nature and under arrangements determined by the Superintendent to be satisfactory.

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