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Existing Agreements
Existing Agreements contract clause examples

Pre-existing In-Scope Agreements. Dealer and Counterparty agree that to the extent there are any outstanding “in-scope QFCs,” as defined in 12 C.F.R. § 252.82(d), that are not excluded under 12 C.F.R. § 252.88, between Dealer and Counterparty that do not otherwise comply with the requirements of 12 C.F.R. § 252.2, 252.81–8 (each such agreement, a “Preexisting In-Scope Agreement”), then each such Preexisting In-Scope Agreement is hereby amended to include the foregoing provisions in this section, with references to “this Confirmation” being understood to be references to the applicable Preexisting In-Scope Agreement.

Shareholders’ Agreements; Management Agreements; Tax Sharing Agreements; and Existing Indebtedness Agreements. On or prior to the Effective Date, there shall have been delivered to Lender true and correct copies of the following documents; provided, that the filing of any such document with the Securities and Exchange Commission shall be deemed to satisfy the delivery requirements of this Section 5.16:

Existing Agreement. Evidence to the satisfaction of the Administrative Agent of the termination of the Existing Agreement and payment of all amounts due under the Existing Agreement which have not heretofore been paid; and

Existing Indebtedness. All existing Indebtedness (other than Indebtedness permitted pursuant to [Section 9.3] and the Adapt Purchase Agreement) of the Adapt Target and its Subsidiaries shall be repaid in full, all commitments (if any) in respect thereof shall have been terminated and all guarantees therefor and security therefor shall be released, and the Administrative Agent shall have received pay-off letters in form and substance reasonably satisfactory to it evidencing such repayment, termination and release. On the Closing Date, after giving effect to the Transactions, neither the Adapt Target nor any of its Subsidiaries shall have any outstanding Indebtedness (other than the Obligations and Indebtedness permitted pursuant to [Section 9.3] and the Adapt Purchase Agreement).

Existing Defaults. No Loan Party is in default in the performance, observance or fulfillment of any of the obligations contained in any Contractual Obligation applicable to it, and no condition exists which, with or without the giving of notice or the lapse of time, would constitute a default under any such Contractual Obligation, except, in any such case, where the consequences, direct or indirect, of such default or defaults, if any, could not reasonably be expected to have a Material Adverse Effect on the Loan Parties, taken as a whole.

Existing Indebtedness. As of the Effective Date, and excluding this Agreement, [[Organization B:Organization]] has no more than $1,137,500 of outstanding indebtedness, obligations and other liabilities, whether absolute, accrued, contingent, fixed or otherwise.

Existing Definitions. The following definitions in [Section 1.01] of the Financing Agreement are hereby amended as follows:

Existing Regulatory Agreement, if requested by Lender,

"Existing Royalty" means a 2% net smelter returns royalty on the leased patented claims that comprise a portion of the Mineral Rights granted to Christian W. Bramwell pursuant to a mining lease and option to purchase dated June 2, 2005 and made between Bramwell and Maximus Ventures Ltd. ("Maximus"), as assigned by Maximus to Walker Lane Gold LLC ("Walker") pursuant to an assignment and assumption agreement dated March 18, 2006 and further assigned by Walker to Timberwolf Minerals Ltd. ("Timberwolf") pursuant to an assignment and assumption agreement dated February 12, 2008, and further assigned by Timberwolf to ISC Copper Systems Ltd. pursuant to an assignment and assumption agreement dated August 29 2010;

Existing Obligations. Borrowers and Guarantors hereby acknowledge, confirm and agree that # Existing Spartan Borrowers are indebted to Administrative Agent and Lenders for loans and advances to Existing Spartan Borrowers under the Existing Spartan Credit Agreement, as of the close of business on November 18, 2013, in the aggregate principal amount of $56,607,277.70 and the aggregate amount of $550,000 in respect of Letter of Credit Obligations (as defined in the Existing Spartan Credit Agreement) and # Existing [[Nash-Finch:Organization]] Borrowers are indebted to Administrative Agent and Lenders for loans and advances to Existing [[Nash-Finch:Organization]] Borrowers under the Existing [[Nash-Finch:Organization]] Credit Agreement, as of the close of business on November 18, 2013, in the aggregate principal amount of $373,542,053 and the aggregate amount of $13,685,284 in respect of L/C Obligations (as defined in the Existing [[Nash-Finch:Organization]] Credit Agreement), in each case, together with all interest accrued and accruing thereon (to the extent applicable), and all fees, costs, expenses and other charges relating thereto, all of which are unconditionally owing by Borrowers and Guarantors to Administrative Agent and Lenders, without offset, defense or counterclaim of any kind, nature or description whatsoever.

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