Agreement Condition definition

Agreement Condition means a Build-Out Agreement shall have been executed by the Purchaser, on the one hand, and the Parent or the Company, on the other hand, within 45 calendar days of the date hereof.
Agreement Condition means the Company shall have entered into definitive agreements for Permitted Acquisitions; (B) "Transaction Condition" means the Company shall have consummated Permitted Acquisitions pursuant to the terms of the definitive agreements that satisfied in the aggregate the Agreement Condition; (C) a "Permitted Acquisition" means the purchase by the Company of a Person with (I) EBITDA during the twelve (12) months immediately preceding the acquisition as set forth in the most recent financial statements of such Person, which financial statements are as of a period ending no earlier than sixty (60) days prior to such acquisition of not less than $750,000 and (II) revenues during the twelve (12) months immediately preceding the acquisition as set forth in the most recent financial statements of such Person, which financial statements are as of a period ending no earlier than sixty (60) days prior to such acquisition of not less than $4,000,000, in each case as calculated in accordance with such Person's audited financial statements or as otherwise evidenced to the Buyers in written form satisfactory to the Buyers in their sole discretion; and (D) "EBITDA" means with respect to any Person for any applicable period, the Net Income of such Person and its subsidiaries for such period, plus without duplication, the sum of the following amounts of such Person and its subsidiaries for such period and to the extent deducted in determining Net Income of such Persons for such period: (1) Net Interest Expense, (2) income tax expense, (3) depreciation expense, and (4) amortization expense, (E) "Net Income" means, with respect to any Person for any applicable period, the net income (loss) of such Person for such period, determined on a consolidated basis and in accordance with generally accepted accounting principles, but excluding from the determination of Net Income (without duplication):
Agreement Condition. All non-faulty processes must agree on a common value.

Examples of Agreement Condition in a sentence

  • Without limiting the generality of the foregoing, in the event of Employee’s actual or threatened breach of any Agreement Condition set forth in this Agreement or the Non-Compete Agreement, EQT shall be entitled to injunctive relief (including temporary restraining orders, preliminary injunctions and permanent injunctions), without posting a bond, in any court of competent jurisdiction.

  • Notwithstanding the foregoing, the Servicer may remit Collections to the Collection Account on any other alternate remittance schedule (but not later than the related Distribution Date) if the Rating Agency 37 (Nissan 2017-B Sale and Servicing Agreement) Condition is satisfied with respect to such alternate remittance schedule.

  • Notwithstanding anything herein to the contrary, the Financial Agreement Condition shall be deemed to have been satisfied if the City Consent of the transfer of the Financial Agreement to Buyer is substantially in the same form and substance as the City consent that was granted in connection with the assignment of the Financial Agreement to RT Urban.

  • Notwithstanding the foregoing, in the event that Bank Support Agreement Condition is not satisfied or waived by AMCE and AMCE elects Option B, Class 6 Claims shall exclude all GCX Unsecured Claims.

  • The Contract Documents consist of this Agreement, Condition of the Contract (General and Special), Specifications, all Addenda issued prior to execution of this Agreement, and all Modifications issued subsequent thereto.

  • Crucially, the Agreement Condition of Van Valin (1985) merely requires cross- reference markers and cross-referenced RPs to be semantically compatible in terms of the expressed features.

  • In addition, in the event that Purchaser waives the Merger Agreement Condition and decides not to pursue the Merger, Purchaser will evaluate its other alternatives.

  • I/we hereby offer to execute the works specified in the said memorandum / tender / BOQ within the time specified and at the rates mentioned in the attached bill of quantities and in accordance in all respects complying to the scope of work, specifications, required for operation & maintenance, housekeeping activities and instructions in writing referred to in conditions of tender, the articles of Agreement, Condition of Contract, Bill of Quantities(Price Bid) etc.

  • The sole issue to be decided in this decision is the appropriate penalty that should be imposed for filing multiple applications, rather than just one application, as specified in the Mariposa Settlement Agreement, Condition B.

  • Class 6 consists of all Unsecured Claims other than: (a) the GCX Guaranty Claims (unless the Bank Support Agreement Condition is not satisfied or waived by AMCE and AMCE elects Option A, in which event the GCX Guaranty Claims will be treated as Class 6 Claims); (b) Domestic Bank Claims; (c) GECC Group Claims; (d) Heller Claims; (e) Harcourt Claims; (f) Intercompany Claims; and (g) Convenience Claims.

Related to Agreement Condition

  • Payment Condition shall be deemed to be satisfied in connection with a Restricted Payment, Restricted Debt Payment, investment or Permitted Acquisition if:

  • Payment Conditions means, at the time of determination with respect to a proposed payment to fund a Specified Transaction, that:

  • Termination Conditions means, collectively, (a) the payment in full in cash of the Obligations (other than (i) contingent indemnification obligations not then due and (ii) Obligations under Secured Hedge Agreements and Secured Cash Management Agreements) and (b) the termination of the Commitments and the termination or expiration of all Letters of Credit under this Agreement (unless the Outstanding Amount of the L/C Obligations related thereto has been Cash Collateralized on terms reasonably acceptable to the applicable Issuing Bank, backstopped by a letter of credit reasonably satisfactory to the applicable Issuing Bank or deemed reissued under another agreement reasonably acceptable to the applicable Issuing Bank).

  • Step Down Conditions As of any Distribution Date on which any decrease in any Senior Prepayment Percentage may apply, (i) the outstanding Principal Balance of all Mortgage Loans 60 days or more Delinquent (including Mortgage Loans in REO and foreclosure), averaged over the preceding six month period, as a percentage of the aggregate of the Class Certificate Principal Balances of the Classes of Subordinate Certificates on such Distribution Date, does not equal or exceed 50% and (ii) cumulative Realized Losses with respect to all of the Mortgage Loans do not exceed: · for any Distribution Date on or after the seventh anniversary until the eighth anniversary of the first Distribution Date, 30% of the aggregate Certificate Principal Balance of the Subordinate Certificates as of the Closing Date, · for any Distribution Date on or after the eighth anniversary until the ninth anniversary of the first Distribution Date, 35% of the aggregate Certificate Principal Balance of the Subordinate Certificates as of the Closing Date, · for any Distribution Date on or after the ninth anniversary until the tenth anniversary of the first Distribution Date, 40% of the aggregate Certificate Principal Balance of the Subordinate Certificates as of the Closing Date, · for any Distribution Date on or after the tenth anniversary until the eleventh anniversary of the first Distribution Date, 45% of the aggregate Certificate Principal Balance of the Subordinate Certificates as of the Closing Date, and · for any Distribution Date on or after the eleventh anniversary of the first Distribution Date, 50% of the aggregate Certificate Principal Balance of the Subordinate Certificates as of the Closing Date.

  • Replacement Management Agreement means, collectively, (a) either (i) a management agreement with a Qualified Manager substantially in the same form and substance as the Management Agreement, or (ii) a management agreement with a Qualified Manager, which management agreement shall be reasonably acceptable to Lender in form and substance, provided, with respect to this subclause (ii), Lender, at its option, may require that Borrower shall have obtained prior written confirmation from the applicable Rating Agencies that such management agreement will not cause a downgrade, withdrawal or qualification of the then current rating of the Securities or any class thereof and (b) an assignment of management agreement and subordination of management fees substantially in the form then used by Lender (or of such other form and substance reasonably acceptable to Lender), executed and delivered to Lender by Borrower and such Qualified Manager at Borrower’s expense.

  • Pre commencement condition means a condition imposed on the grant of permission which must be complied with: before any building/ other operation/ or use of the land comprised in the development is begun.

  • Replacement Agreement shall have the meaning set forth in Paragraph 2(b) hereof.

  • Limited Condition Acquisition Agreement means, with respect to any Limited Condition Acquisition, the definitive acquisition documentation in respect thereof.

  • New Management Agreement means the management agreement to be entered into between Buyer and the Manager for the operation and management of the Hotel on and after the Closing Date.

  • Review Conditions means (i) the Delinquency Percentage for any Payment Date exceeds the Delinquency Trigger for that Payment Date and (ii) the Noteholders or Note Owners, as applicable, have voted, pursuant to Section 2.03(d) of the Receivables Purchase Agreement, to direct an Asset Representations Review of the Subject Receivables.

  • Extension Conditions Defined in Section 3.06(a).

  • Restricted Payment Conditions is defined in Section 10.9.

  • Product Conditions means these product terms and conditions. These Product Conditions apply to each series of cash settled Warrants over single equities;

  • Extension Minimum Condition means a condition to consummating any Extension that a minimum amount (to be determined and specified in the relevant Extension Request, in the Borrower’s sole discretion) of any or all applicable Classes be submitted for Extension.

  • Agreement End Date has the meaning specified in Section 10.1(e).

  • Mortgage Conditions means the mortgage conditions booklet reference MORT 0154 MAY 13 HF;

  • Placement Agreement means the Placement Agreement relating to the offering and sale of Capital Securities in the form of Exhibit C.

  • Business Condition means the financial condition, business, assets, liabilities and operations of a Person.

  • Litigation Conditions has the meaning set forth in Section 11.3.

  • Existing Facility Agreement has the meaning specified therefor in the recitals hereto.

  • Unsafe condition as used in this clause means the actual or potential exposure of contractor or Government employees to a hazardous material as defined in Federal Standard No. 313, and any revisions thereto during the term of this contract, or any other material or working condition designated by the Contracting Officer's Technical Representative (COTR) as potentially hazardous and requiring safety controls.

  • Condition Satisfaction Date shall have the meaning set forth in Section 7.2.

  • Arrangement Agreement has the meaning ascribed thereto in the recitals hereof;

  • Terms & Conditions means the Special Conditions of Contract and General Conditions of Contract herein mentioned and other stipulations incorporated in any part of Tender Document and /or Agreement.

  • Rating Condition has the meaning specified in Section 2.06(c)(ii).

  • Investment Management Agreement means the Investment Management Agreement, dated as of the date hereof, by and between the Investment Manager and the Borrower.