Membership Purchase Agreement Sample Clauses

Membership Purchase Agreement. The parties would proceed in good faith to negotiate the terms of a mutually acceptable Agreement containing such covenants, representations, warranties and conditions as are customary in transactions of this type, but including the matters described herein. The parties will use their best efforts to complete the Agreement and have the Agreement approved by the parties managing members and Board of Directors by May 1, 2009.
Sample 1Sample 2
AutoNDA by SimpleDocs
Membership Purchase Agreement. Your Vacation Club’s offer and sale of the Membership under the Your Vacation Club Membership Purchase Agreement (“Membership Purchase Agreement”) is separate and distinct from RSI Vacations’ performance as Network Administrator under this Network Servicing Agreement. RSI Vacations is not a party to the Membership Purchase Agreement and has no obligation or liability to Member thereunder. Member’s use of the Membership and access to the Network Benefits is subject to their collective compliance with the Membership Purchase Agreement, this Network Servicing Agreement, and the terms and conditions of participation in the Network Website. Cancellation or termination of the Membership Purchase Agreement may result in the cancellation/termination of the Membership and this Network Servicing Agreement.
Sample 1
Membership Purchase Agreement. T. Xxxxxxx Xxxxxx, Xxxxx X. Xxxxxx and AMC Wings, Inc. covering the sale of 100% of the membership interests of Xxxxxx Group, L.L.C.
Sample 1
Membership Purchase Agreement. The Membership Purchase Agreement, dated as of October 6, 2000, by and between Central Telcom Services, LLC, the members thereof, Brighton Communications Corporation and Lynch Telephone Corporation X, xhall have closed or shall close concurrently with the Closing of this Agreement in accordance with the terms and conditions thereof.
Sample 1
Membership Purchase Agreement. The (i) transactions contemplated by the Membership Purchase Agreement shall have been consummated, (ii) the Company, the Subsidiary, the Stockholders and their Affiliates shall have performed, satisfied and complied in all material respects with all obligations and covenants required to be performed by each of it under the Membership Purchase Agreement on or before the closing date thereof, and (iii) as of the Closing Date, the Company, the Subsidiary, the Stockholders and their Affiliates shall continue to be in compliance in all material respects with all continuing obligations and covenants required to be performed by each of it under the Membership Purchase Agreement. At the Closing, the Company and the Subsidiary shall each have delivered to Buyer a certificate to such effect dated the Closing Date and signed by the President and the Secretary of the Company, the Stockholders and the managing members in substantially the form attached hereto as Exhibit A.
Sample 1
Membership Purchase Agreement. The transactions contemplated by the Membership Purchase Agreement shall have been consummated.
Sample 1

Related to Membership Purchase Agreement

  • Share Purchase Agreement 6- --------------------------------------------------------------------------------

  • Stock Purchase Agreement Each Purchaser understands and agrees that the conversion of the Notes into equity securities of the Company will require such Purchaser’s execution of certain agreements relating to the purchase and sale of such securities as well as any rights relating to such equity securities.

  • The Purchase Agreement This Agreement has been duly authorized, executed and delivered by the Company and the Guarantors.

  • Founder’s Purchase Agreement The Founder’s Purchase Agreement has been duly authorized, executed and delivered by the Company and the Sponsor, and is a valid and binding agreement of the Company and the Sponsor, enforceable against the Company and the Sponsor in accordance with its terms except as the enforceability thereof may be limited by bankruptcy, insolvency, or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability.

  • Purchase Agreement See the introductory paragraphs hereof.

  • Asset Purchase Agreement The transactions contemplated by the Asset Purchase Agreement shall have been consummated.

  • Exchange Agreement As a condition of the Holder’s receipt and acceptance of this Purchase Warrant, Xxxxxx agrees that, at any time prior to the complete exercise of this Purchase Warrant by Holder, if the Company and the Underwriter enter into an agreement (“Exchange Agreement”) pursuant to which they agree that all outstanding Purchase Warrants will be exchanged for securities or cash or a combination of both, then Holder shall agree to such exchange and become a party to the Exchange Agreement.

  • Securities Purchase Agreement This Agreement and the transactions contemplated hereby have been duly and validly authorized by the Company, this Agreement has been duly executed and delivered by the Company and this Agreement, when executed and delivered by the Company, will be, a valid and binding agreement of the Company enforceable in accordance with its terms, subject as to enforceability to general principles of equity and to bankruptcy, insolvency, moratorium, and other similar laws affecting the enforcement of creditors’ rights generally.

  • Purchase Agreements The Sponsor has executed and delivered a Private Placement Warrants Purchase Agreement, the form of which is annexed as an exhibit to the Registration Statement (the “Sponsor Purchase Agreement”), pursuant to which the Sponsor will, among other things, on the Closing Date, consummate the purchase of and deliver the purchase price for the Placement Warrants allocated to the Sponsor described in Section 1.4.2. The Representative has executed and delivered a Private Placement Warrants Purchase Agreement, the form of which is annexed as an exhibit to the Registration Statement (the “Representative Purchase Agreement”, together with the Sponsor Purchase Agreement, the “Purchase Agreements”), pursuant to which the Representative will, among other things, on the Closing Date, consummate the purchase of and deliver the purchase price for the Placement Warrants allocated to the Representative described in Section 1.4.2. Pursuant to the Purchase Agreements, (i) the Sponsor and the Representative have waived any and all rights and claims it may have to any proceeds, and any interest thereon, held in the Trust Account in respect of the Placement Warrants, and (ii) certain proceeds from the sale of the Placement Warrants will be deposited by the Company in the Trust Account in accordance with the terms of the Trust Agreement on the Closing Date as provided for in the Purchase Agreements.

  • Shareholder Agreement The Shareholder Agreement shall have been duly executed and delivered by the Company.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!