Membership Agreements. This Exchange Agreement is made contractually binding between the Operator and all Members by the Membership Agreement executed by the Operator and by or on behalf of each Member.
Membership Agreements. All of the Membership Agreements, including rights to renewals, monthly membership fees subject to Section 1.15, receivables and other rights and obligations related thereto.
Membership Agreements. Subject to Section 1.15, Seller's obligation to honor and service the Membership Agreements, other than any refunds arising under any Governmental Authorization, Legal Requirement or Order solely as a result of the Closing, the payment of which shall be the sole responsibility of Seller and shall be paid by Seller directly.
Membership Agreements. As defined in Section 6.1(h).
Membership Agreements. It is expressly agreed and recognized that Purchaser does not assume and at Closing shall not assume any obligation or liability whatsoever arising under any Membership Agreements, regardless or whether fixed, accrued or contingent or whether arising prior to or following Closing. At Closing, Seller shall enter into, and Seller shall cause Operating Lessee to enter into, the Assignment and Assumption of Membership Agreements (as defined in Section 8.3.15) pursuant to which Seller shall assign to Operating Lessee all of Seller’s rights, responsibilities and obligations under the Membership Agreements arising following Closing and Operating Lessee shall assume all of Seller’s rights, responsibilities and obligations under the Membership Agreements arising following Closing.
Membership Agreements. (a) Each Coxxxx Member's membership agreement ("Coxxxx Xembership Agreement") in effect at the Effective Time of the Merger shall be automatically amended and restated in the form attached hereto as Exhibit 3.8, which provides among other things that each Coxxxx Xember shall be required to own 60 shares of Class A Common Stock of TruServ for each store owned by such Coxxxx Member (up to a maximum of 300 shares for five or more stores); and after the Effective Time of the Merger, members of TruServ shall continue to conduct their businesses under the True Value, Servistar or Coast to Coast names (or other affiliated names or marks) used by such members immediately prior to the Effective Time, unless use of a different name or maxx is permitted by TruServ.
Membership Agreements. Membership Agreements" means those certain membership agreements and related documents, brochures, by-laws and other charter documents identified on the Schedule of Membership Agreements attached hereto as Exhibit V.
Membership Agreements. All rights of Seller under all Membership Agreements, including renewals, monthly membership fees, receivables and other rights relating to the Membership Agreements.
Membership Agreements. 28 4.5 Bridge Loan Conversion............................................... 28 4.6 Transaction Structure................................................ 28 4.7
Membership Agreements. At the First Closing, ---------------------
