Allpay Eastern Cape Proprietary Limited. Allpay Free State Proprietary Limited. Allpay Gauteng Proprietary Limited. Allpay Kwazulu-Natal Proprietary Limited. Allpay Limpopo Proprietary Limited. Allpay Mpumalanga Proprietary Limited. Allpay Northern Cape Proprietary Limited. Allpay Northwest Proprietary Limited. Allpay Western Cape Proprietary Limited. Alpha IMP Trust. Alpha Trust. Alymere Investments Limited. Alymere Investments S. Alymere Investments Two Limited.
Alymere Trust. Am Platzl Nominees GmbH. Amberfair Sixteen Proprietary Limited. Amrichprop 49 Properties Proprietary Limited. Analytical Trade Holdings Inc. Antilia Promociones Inmobiliarias SA. Antler Holdings Limited.
Antlia Investments Limited. Anwell Investments Limited. Apollonian Investments Limited. Aquafin Trust. Aquitaine Investments Limited. Arcalis Investments Limited. Archstone Equity Holdings Inc. Ardencroft Investments Limited. Arlo 2 Limited. Arlo 3 Limited. Arlo 4 Limited. Arlo 5 Limited. Arlo 6 Limited. Arlo IX Limited. Arlo Trust. Arlo VII Limited. Arlo X Limited. Arlo XI Limited. Arlo XII Limited. Aros Mineral AB. Aspet Investments Limited. Aspet Nouveau Investments Limited.
Aspin Investments Limited. Aspin Nouveau Investments Limited. Atropos Investments S. Aubisque Investments Limited. Aubisque UK Investments Limited. Aylesbury Investments B. Holdings Limited. Ballito Junction Development Pty Limited.
Ballon Investments Limited. Ballon Nouveau Investments Limited. Banco Barclays S. Bankfil Limited. Bankorptrust Limited. Barafor Limited. Barbridge Limited. Barclay Leasing Limited. Barclaycard Ireland Limited. Barclaycard Funding PLC. Barclaycard Irish Properties Limited. Barclays Kenya Nominees Limited. Barclays Security Realisation Limited. Barclays Aegis Investments S. Barclays Aldersgate Investments Limited.
Barclays Alpheus Investments S. Barclays Amarillo Investments Limited. Barclays Asia Limited. Hong Kong. Barclays AssetPlan. Barclays Assurance Dublin Limited. Barclays Bail SA. Barclays Bank Seychelles Limited. Barclays Bank Suisse S. Barclays Bank Delaware. Barclays Bank Insurance Agency Limited. Barclays Bank LLC. Russian Federation. Barclays Bank Mauritius Limited.
Barclays Bank Mexico, S. Barclays Bank Mozambique. Barclays Bank of Botswana Limited. Barclays Bank of Ghana Limited. Barclays Bank of Kenya Limited. Barclays Bank of Uganda Limited. Barclays Bank of Zimbabwe Limited. Barclays Bank PLC. Barclays Bank SA. Barclays Bank Tanzania Limited. Tanzania, United Republic of. Barclays Bank Trust Company Limited. Barclays Bank Zambia Plc.
Barclays BR Holdings S. Barclays Business Credit L. Barclays BWA, Inc. Barclays Canada Employee Benefit Trust. Barclays Canada Ltd. Barclays Canadian Commodities Limited. Barclays Capital Cayman Limited. Barclays Capital Argentina S. Barclays Capital Asia Holdings Limited. Barclays Capital Asia Limited. Barclays Capital Canada Inc. Barclays Capital Casa de Bolsa, S. Barclays Capital Charitable Trust.
Barclays Capital Commodities Corporation. Barclays Capital Effekten GmbH. Barclays Capital Energy Inc. Barclays Capital Finance Limited. Barclays Capital Holdings Inc. Barclays Capital Inc. Barclays Capital Investments B.
Barclays Capital Investments Luxembourg S. Barclays Capital Japan Holdings Limited. Barclays Capital Japan Limited. Barclays Capital Luxembourg S. Barclays Capital Margin Financing Limited. Barclays Capital Mauritius Limited. Barclays Capital Millennium Employee Trust. Barclays Capital Mortgage Servicing Limited. Barclays Capital Nominees No. Barclays Capital Nominees Limited. Barclays Capital Overseas Limited. Barclays Capital Principal Investments Limited. Barclays Capital Real Estate Inc.
Barclays Capital Real Estate, G. Barclays Capital Securities Thailand Ltd. Barclays Capital Securities Asia Limited. Barclays Capital Securities Limited. Barclays Capital Securities Mauritius Limited. Barclays Capital Services Inc. Barclays Capital Services Limited. Barclays Capital Strategic Advisers Limited.
Barclays Capital Trading Luxembourg S. Barclays Converted Investments No. Barclays Converted Investments Limited. Barclays Corporation Limited. Barclays Courtage SAS. Barclays Crossharbour Investments B. Barclays Darnay Euro Investments Limited. Barclays Delta Investments B. Barclays Deposit-Taking Microfinance Limited. Barclays Directors Limited. Barclays Diversification.
Barclays Electronic Commerce Holdings Inc. Barclays European Infrastructure Limited. Barclays Executive Schemes Trustees Limited. Barclays Export and Finance Company Limited. Barclays Family S. Barclays Finance Europe Limited. Barclays Finance, Agente de Banca, S. Barclays Financial LLC. Barclays Financial Planning. Barclays Financial Services Italia S. Barclays Financial Services Limited. Barclays France SA. Barclays Funds Investments Limited.
Barclays Gibraltar Nominees Company Limited. Barclays Group Holdings Limited. Barclays Group Share Incentive Plan. Barclays Group US Inc. Barclays Holdings Isle of Man Limited. Barclays Industrial Development Limited. Barclays Industrial Investments Limited. Barclays Industrial Leasing Limited. Barclays Infrastructure Funds Management Limited.
Barclays Insurance Dublin Limited. Barclays Insurance Services Pty Limited. Barclays Insurance Services Company Limited. Barclays Insurance U. Barclays International Fund Managers Limited. Barclays International Funds Group Limited.
Barclays International Leasing Company Limited. Barclays Investment Holdings Inc. Barclays Investment Management Limited. Barclays Ireland Nominees Limited. Barclays Japan Limited. Barclays Korea GP Limited. Korea, Republic of. Barclays Leasing No. Barclays Leasing Company Limited. Barclays Long Island Limited. Barclays Luxembourg Finance Holdings S. Barclays Luxembourg Finance S.
Barclays Luxembourg Investments S. Barclays Management Services Ireland Limited. Barclays Marlist Limited. Barclays Mauritius Overseas Holdings Limited. Barclays Mercantile Business Finance Limited. Barclays Mercantile Espana S. In Liquidation. Barclays Mercantile Highland Finance Limited. Barclays Mercantile Limited. Barclays Merchant Bank Singapore Ltd. Barclays Merchant Bank of Zimbabwe Limited. Barclays Metals Limited. Barclays Moselle No 1 Investments Limited. Barclays Moselle No 2 Investments Limited.
Barclays Moselle No 3 Investments Limited. Barclays Nominees Branches Limited. Barclays Nominees George Yard Limited. Barclays Nominees Guernsey Limited. Barclays Nominees Jersey Limited. Barclays Nominees K. Barclays Nominees Manx Limited. Barclays Nominees Monument Limited. Barclays Nominees Provincial Limited. Barclays Oversight Management Inc. Barclays Patrimoine S. Barclays Pension Funds Trustees Limited. Barclays Pension Services Limited.
Barclays Physical Trading Limited. Barclays PLC. Barclays Portfolio I. GP Limited. Barclays Private Bank. Barclays Private Banking Services Limited. Barclays Private Clients International Limited. Barclays Private Equity Gmbh. Barclays Private Equity Limited. Barclays Private Equity S. Barclays Private Trust. Barclays Receivables LLC. Barclays Reinsurance Ireland No. Barclays Saudi Arabia. Saudi Arabia. Barclays Securities India Private Limited. Barclays Services Japan Limited. Barclays Services Corporation.
Barclays Services Jersey Limited. Barclays Services LLC. Barclays Shared Services Private Limited. Barclays Sharedealing. Barclays Shea Limited. Barclays Special Partner Limited. Barclays Steria Partnership Limited. Barclays Stockbrokers Holdings Limited. Barclays Stockbrokers Nominees Limited. Barclays Stockbrokers Limited. Barclays Sudamerica S. Barclays Technology Centre Limited. Barclays Themis Investments S. Barclays Uganda Nominees Limited.
Barclays Unquoted Investments Limited. Barclays Unquoted Property Investments Limited. Barclays Uruguay S. Barclays Vie SA. Barclays Wealth Accumulation Plan L. Barclays Wealth Accumulation Plan Trust. Barclays Wealth Directors Guernsey Limited. Barclays Wealth Directors Jersey Limited.
Barclays Wealth Funds Limited. Barclays Wealth Management Jersey Limited. Barclays Wealth Nominees Guernsey Limited. Barclays Wealth Nominees Jersey Limited. Barclays Wealth Nominees Limited. Barclays Wealth Services Limited. Barclays Wealth Signatories Limited.
Barclays Wealth Trustees Guernsey Limited. Barclays Wealth Trustees Jersey Limited. Barclays Wealth Trustees Singapore Limited. Barclays Wealth Trustees U. Barclays Zimbabwe Nominees Pvt Limited. Barclayshare Nominees Limited. Barclaytrust Nominees Isle of Man Limited. Barclaytrust Suisse SA. Barclaytrust Channel Islands Limited. Barclaytrust International Jersey Limited. Barclaytrust International Nominees Gibraltar Limited. Barclaytrust Jersey Limited. Barcosec Limited. Barfloor SAS.
Barley Investments Limited. Barmac Construction Limited. Barometers Limited. Baroreo Lloyd Corp. Barrep Pty Limited. Barsec Nominees Limited. Bausprops Invesments Proprietary Limited. Bay View Trust. Becrux Limited Partnership. Reddot represents and warrants that has been paid by the Company all funds due to it as of the date hereof by the Company. As of the date hereof, each of the Parties hereby represents and warrants to the other Parties, severally and not jointly, as follows:.
Each such Party has all requisite organizational power and authority to execute and deliver this Agreement and to perform its obligations contemplated hereby. The execution and delivery of this Agreement by such Party does not, and. As of the date hereof, neither such Party, nor any of its respective properties or assets is subject to any order, writ, judgment, injunction, decree, determination or award that would prevent or delay the consummation of the transactions contemplated hereby.
The Escrow Funding Agreement. If any person or entity claims that that the Escrow Funding Agreement is enforceable against Reddot or the Company, Reddot and the Company agree that the Escrow Funding Agreement is terminated in its entirety without any further liability or obligation of Reddot or the Company to each other thereunder.
The Credit Agreement and Promissory Note. Release s. No Third Party Beneficiaries. This Agreement is solely for the benefit of the Parties, the respective released persons in Section 5 and their successor and assigns and is not intended for the benefit of any other individual or business entity. No delay on the part of any party in exercising any right or remedy under this Agreement or failure to exercise the same shall operate as a waiver in whole or in part of any such right or remedy.
No Party may assign or transfer its rights or delegate its duties under this Agreement without the prior written consent of the other Parties. The Parties represent that they have been advised to consult with an attorney and has carefully read and understand the scope and effect of the provisions of this Agreement. In the event that any Party elects to not consult with an attorney, he irrevocably waives any claim to inadequate representation by counsel. Governing Law; Consent to Jurisdiction.
This Agreement shall be governed by and construed in accordance with the laws of the State of New York without regard to its principles of conflict of laws. Each of the Parties hereby i irrevocably consents and agrees that any legal or equitable action or proceeding arising under or in connection with this Agreement shall be brought exclusively in the United States District Court for the Southern District of New York or Supreme Court of the State of New York in the County of New York, ii by execution and delivery of this Agreement, irrevocably submits to and accepts, with respect to its properties and assets, generally and unconditionally, the jurisdiction of the aforesaid courts, and irrevocably waives any and all rights it may have to object to such jurisdiction under the Constitution or laws of the State of New York or the Constitution of the United States or otherwise, and iii irrevocably consents that service of process upon it in any such action or proceeding shall be valid and effective against it or him if made either x in the manner provided herein for delivery of notices hereunder or y any other manner permitted by law.
Waiver of Trial by Jury. In the event that any provision or any portion of any provision hereof or any surviving agreement made a part hereof becomes or is declared by a court of competent jurisdiction or arbitrator to be illegal, unenforceable, or void, this Agreement shall continue in full force and effect without said provision or portion of provision.
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