Naming Rights Agreement Sample Clauses

Naming Rights Agreement. The Naming Rights Agreement executed ----------------------- by REIT OP.
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Naming Rights Agreement. Any agreement which Tenant and a Name Sponsor may enter into from time to time regarding Naming Rights.
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Naming Rights Agreement. 26 6.4.10 Development Rights Joint Venture Agreement................... 26 6.5
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Naming Rights Agreement. The Naming Rights Agreement executed ----------------------- by Prudential and any documents contemplated thereunder, including, without limitation, the Prudential Center Tower Sign Lease attached hereto as EXHIBIT K-2. -----------
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Naming Rights Agreement. (i) The Borrower has provided to the Agent and each Lender a true, correct and complete copy of the Naming Rights Agreement and each Related Agreement, including any and all amendments, modifications, waivers or supplements thereto. The Naming Rights Agreement and each Related Agreement constitute the entire agreement between the HOF Entities and Xxxxxxx Controls relating to the Collateral (including, without limitation, the Transferred Assets). Each of the Naming Rights Agreement and Related Agreements is the legal, valid and binding obligation of the parties thereto, enforceable against each such party in accordance with its terms, subject, as to enforcement of remedies, to bankruptcy, insolvency, reorganization, moratorium or similar laws affecting creditors’ rights generally and general equitable principles. There is no breach or default, and no event has occurred or circumstance exists that (with or without notice or lapse of time, or both) would constitute or give rise to a breach or default, in the performance of the Naming Rights Agreement or any Related Agreement by the HOF Entities or Xxxxxxx Controls. No event has occurred or circumstance exists that (with or without notice or lapse of time, or both) would give any of the HOF Entities or Xxxxxxx Controls the right to terminate the Naming Rights Agreement or any Related Agreement for breach or give Xxxxxxx Controls a right of Set-off of any kind against any amounts payable thereunder. (ii) Neither the granting of a Lien on the Collateral to the Agent or the Lenders nor the consummation of the other transactions contemplated by the Transaction Documents will require the approval, consent, ratification, waiver, or other authorization of Xxxxxxx Controls or any other Person or Governmental Authority under the Naming Rights Agreement or any Related Agreement that has not been obtained, and will not constitute a breach of or default or event of default under the Naming Rights Agreement or any Related Agreement, the Transaction Documents or any other agreement to which such Loan Party or any of its Affiliates is a party. (iii) All of the representations or warranties made by the HOF Entities in the Naming Rights Agreement or any Related Agreement were accurate and complete in all material respects as of the effective date of such agreement and continue to be accurate and complete in all material respects as of the Closing Date (it being understood and agreed that any representations and warranties stat...
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Naming Rights Agreement. 25 6.3.19 Development Rights Joint Venture Agreement................... 25 6.3.20 BRA Notification............................................. 25 6.3.21 Work In Progress............................................. 25 6.3.23 Letter of Credit............................................. 25 6.3.24 Convention Center............................................ 25 6.4 REIT OP Closing Deliveries.......................................... 25 6.4.1 Partnership Amendment........................................ 25 6.4.2 Registration Rights Agreement................................ 26 6.4.3 Assignment of Leases......................................... 26
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Naming Rights Agreement. This Naming Rights Agreement (the “Agreement”) is effective this _ day of , 2023 (the “Effective Date”), by and between MORTGAGE LENDERS INVESTMENT TRADING CORPORATION, dba RP Funding, with its principal office located at 0000 X. Xxxxxxxxxxxxx Xxxxxxx, Xxxxx 0000, Xxxx Xxxx, Xxxxxxx 00000 (hereinafter, “RP Funding”), and the CITY OF LAKELAND, a Florida municipal corporation, with its City Hall offices located at 000 X. Xxxxxxxxxxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx 00000 (hereinafter, the “City”). Throughout this Agreement, RP Funding and the City may be collectively referred to as the “parties.”
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Naming Rights Agreement. (i) PHOF has provided to the Agent and each Lender a true, correct and complete copy of the Naming Rights Agreement and each Related Agreement to which PHOF is a party, including any and all amendments, modifications, waivers or supplements thereto. The Naming Rights Agreement and each Related Agreement to which PHOF is a party constitute the entire agreement between PHOF and, to the knowledge of PHOF, HOFV and Xxxxxxx Controls relating to the Transferred Assets. Each of the Naming Rights Agreement and Related Agreements to which PHOF is a party is the legal, valid and binding obligation of the parties thereto, enforceable against each such party in accordance with its terms, subject, as to enforcement of remedies, to bankruptcy, insolvency, reorganization, moratorium or similar laws affecting creditors’ rights generally and general equitable principles. There is no breach or default, and no event has occurred or circumstance exists that (with or without notice or lapse of time, or both) would constitute or give rise to a breach or default, in the performance of the Naming Rights Agreement or any Related Agreement to which PHOF is party by the HOF Entities or Xxxxxxx Controls. No event has occurred or circumstance exists that (with or without notice or lapse of time, or both) would give Xxxxxxx Controls or any of the HOF Entities the right to terminate the Naming Rights Agreement or any Related Agreement to which PHOF is a party for breach or give Xxxxxxx Controls a right of Set-off of any kind against any amounts payable thereunder. (ii) PHOF has not and, to PHOF’s knowledge, HOFV has not waived any rights or defaults under the Naming Rights Agreement or any Related Agreement to which PHOF is a party or taken any action or failed to take any action under the Naming Rights Agreement or any Related Agreement to which PHOF is a party that adversely affects the Agent’s or the Lenders’ rights under any of the Transaction Documents, including its or their rights in respect of the Transferred Assets, or that would otherwise reasonably be expected to cause a Material Adverse Change. (iii) PHOF has not received any notice, and has no knowledge, of (i) Xxxxxxx Controls’ intention to terminate, amend or restate the Naming Rights Agreement or any Related Agreement in whole or in part, (ii) any other Person’s or Governmental Authority’s (where applicable) intention to challenge the validity or enforceability of the Naming Rights Agreement or any Related Agreement to w...
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Related to Naming Rights Agreement

  • Investor Rights Agreement The Investor Rights Agreement substantially in the form attached hereto as Exhibit B shall have been executed and delivered by the parties thereto.

  • Registration Rights Agreement and Escrow Agreement The parties have entered into the Registration Rights Agreement and the Escrow Agreement, each dated the date hereof.

  • Rights Agreement The Company has entered into a rights agreement with respect to the Rights included the Units and the Placement Units with CST substantially in the form filed as an exhibit to the Registration Statement (“Rights Agreement”).

  • Registration Rights Agreements As a further inducement for the Purchaser to purchase the Private Placement Shares, at the time of the completion of the IPO, the Company and the Purchaser shall enter into a registration rights agreement, substantially in the form of Exhibit B hereto, pursuant to which the Company will grant certain registration rights to the Purchaser relating to the Private Placement Shares.

  • Warrant Agreement and Registration Rights Agreement The Company shall have entered into the Warrant Agreement and the Registration Rights Agreement, each on terms satisfactory to the Purchaser.

  • Registration Rights Agreement The Company and the Initial Shareholders have entered into a registration rights agreement (the “Registration Rights Agreement”) substantially in the form annexed as an exhibit to the Registration Statement, whereby the parties will be entitled to certain registration rights with respect to their securities, as set forth in such Registration Rights Agreement and described more fully in the Registration Statement.

  • Warrant Agreement and Registration and Shareholder Rights Agreement The Company shall have entered into the Warrant Agreement, in the form of Exhibit A hereto, and the Registration and Shareholder Rights Agreement, in the form of Exhibit B hereto, in each case on terms satisfactory to the Purchaser.

  • Holders' Compliance with Registration Rights Agreement Each Holder of a Security, by acceptance hereof, acknowledges and agrees to the provisions of the Registration Rights Agreement, including the obligations of the Holders with respect to a registration and the indemnification of the Company to the extent provided therein.

  • Registration Agreement The holder of this Exchangeable Note is entitled to the benefits of a Registration Agreement, dated as of March 25, 2002, by and among the Company, Navistar and the Initial Purchasers (the "Registration Agreement"). Pursuant to the Registration Agreement, the Company and Navistar have agreed for the benefit of the holders of the Exchangeable Notes and the Common Stock issued and issuable upon exchange of the Exchangeable Notes, that (i) they will, at their cost, within 90 days after the Issue Date, file a shelf registration statement (the "Shelf Registration Statement") with the Securities and Exchange Commission (the "Commission") with respect to resales of the Exchangeable Notes and the Common Stock issuable upon exchange thereof, (ii) the Company and Navistar will use their reasonable best efforts to cause such Shelf Registration Statement to be declared effective by the Commission under the Securities Act within 210 days after the Issue Date and (iii) the Company and Navistar will use their reasonable best efforts to keep such Shelf Registration Statement continuously effective under the Securities Act until the earliest of (1) the latest of the second anniversary of (a) the Issue Date, (b) the last date on which any Exchangeable Notes are issued upon exercise of the Initial Purchasers' over-allotment option or (c) the last date on which any unregistered Navistar Common Stock is issued or issuable in exchange for Exchangeable Notes; (2) the date on which the Exchangeable Notes and the unregistered Common Stock issuable upon their exchange may be sold by non-affiliates of Navistar and Navistar Financial pursuant to paragraph (k) of Rule 144 (or any successor provision) promulgated by the SEC under the Securities Act; (3) the date as of which all the Exchangeable Notes and the Common Stock issuable upon their exchange have been sold under Rule 144 under the Securities Act (or any similar provision then in force) or (4) the date as of which all the Exchangeable Notes or the Common Stock issuable upon their exchange have been sold pursuant to the Shelf Registration. If the Shelf Registration Statement (i) is not filed with the Commission on or prior to 90 days, or has not been declared effective by the Commission within 210 days, after the Issue Date or (ii) is filed and declared effective but shall thereafter cease to be effective (without being succeeded immediately by a replacement shelf registration statement filed and declared effective) or cease to be usable (including, without limitation, as a result of a Suspension Period as defined below) for the offer and sale of Transfer Restricted Securities (as defined below) for a period of time (including any Suspension Period) which shall exceed 60 days in the aggregate in any 12-month period during the period beginning on the Issue Date and ending on the second anniversary of the latest of (a) the Issue Date, (b) the second anniversary of the last date on which any Exchangeable Notes are issued upon exercise of the Initial Purchasers' over-allotment option and (c) the last date on which any unregistered Navistar Common Stock is issued or issuable in exchange for the Exchange Notes (each such event referred to in clauses (i) and (ii) being referred to herein as a "Registration Default"), the Company will pay liquidated damages to each holder of Transfer Restricted Securities that are Exchangeable Notes and Navistar will pay liquidated damages to each holder of Transfer Restricted Securities that are Common Stock (together, "Liquidated Damages") which has complied with its obligations under the Registration Agreement. The amount of Liquidated Damages payable during any period in which a Registration Default shall have occurred and be continuing is that amount which is equal to one-quarter of one percent (25 basis points) per annum per $1,000 principal amount of Exchangeable Notes and $2.50 per annum per 17.944 shares of Common Stock (subject to adjustment from time to time in the event of a stock split, stock recombination, stock dividend and the like) constituting Transfer Restricted Securities for the first 90 days during which a Registration Default has occurred and is continuing and one-half of one percent (50 basis points) per annum per $1,000 principal amount of Exchangeable Notes and $5.00 per annum per 17.944 shares of Common Stock (subject to adjustment as set forth above) constituting Transfer Restricted Securities for any additional days during which such Registration Default has occurred and is continuing. All accrued Liquidated Damages will be paid by check on each Damages Payment Date (as defined in the Registration Agreement), and Liquidated Damages will be calculated on the basis of a 360-day year consisting of twelve 30-day months. Following the cure of a Registration Default, Liquidated Damages will cease to accrue with respect to such Registration Default.

  • The Registration Rights Agreement The Registration Rights Agreement has been duly authorized, executed and delivered by the Company and constitutes a valid and legally binding obligation of the Company enforceable against the Company in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency or similar laws affecting the enforcement of creditors’ rights generally or by equitable principles relating to enforceability.

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