Company Distribution Agreement definition

Company Distribution Agreement means the Company Financial Products Distribution Agreement in substantially the form attached as Exhibit J to the Purchase Agreement.
Company Distribution Agreement means the Company Financial Products Distribution Agreement described in S ection 2.2(b) (Program Contracts).
Company Distribution Agreement means the Company Financial Products Distribution Agreement described in Section 2.2(b) (Program Contracts).

Examples of Company Distribution Agreement in a sentence

  • Prior to the Company Distribution, the Company Distribution Agreement and the Company Ancillary Agreements will be duly executed and delivered by each of Company and Lakes and upon such execution and delivery, will constitute the valid and binding obligations of each of Company and Lakes, enforceable against each of them in accordance with its terms, subject to the Bankruptcy and Equity Exception.

  • Each of the Transaction Documents to which it is a party (other than the Company Distribution Agreement and the Company Ancillary Agreements) has been duly executed and delivered by each of Company and Lakes and constitutes the valid and binding obligation of Company and Lakes (as applicable), enforceable in accordance with its terms, subject to the Bankruptcy and Equity Exception.

  • As of the time of the Company Distribution, (i) the issued and outstanding shares of common stock of Lakes will be equal to the shares of Company Common Stock that are then issued and outstanding, (ii) Lakes will have issued options as described in the Company Distribution Agreement and (iii) all outstanding shares of capital stock of Lakes will be duly authorized, validly issued, fully paid and nonassessable and not subject to preemptive rights.

  • Subject to Lake's obligations to indemnify the Surviving Corporation with respect to such obligations pursuant to Section 7.9 hereof and Article V of the Company Distribution Agreement, the Surviving Corporation shall comply with all of Company's obligations under any Indian Gaming and Debt Agreements or Lakes Agreements to which it is a party or subject to and for which it has not been released.

  • Prior to the Effective Time and subject to the second preceding sentence, Company will not agree to or permit any material modification of the terms of the Company Distribution Agreement or the Company Ancillary Agreements without the prior written consent of Hilton, which consent will not be unreasonably withheld.

  • Company and Gaming Co. also shall have received as of the same date an opinion of Xxxxxx Xxxxxxxx LLP at a level of detail reasonably satisfactory to Company and Gaming Co., indicating that there is at least a "reasonable basis" (as defined in Code section 6662) for filing the Tax Returns reporting the Base Stratosphere Loss (as defined in the Tax Allocation and Indemnity Agreement attached to the Company Distribution Agreement) in the manner recommended by Lakes and its representatives.

  • Except as contemplated by the Company Distribution Agreement, none of Company or any of its Subsidiaries is a party to or is bound by any tax sharing agreement, tax indemnity obligation or similar agreement, arrangement or practice with respect to Taxes (including any advance pricing agreement, closing agreement or other agreement relating to Taxes with any taxing authority).

  • The Shareholders hereby consent and agree to the amendment of the Steel Company Distribution Agreement and of the Nittetsu Sub-Distribution Agreement and to the terms and provisions contained in this Agreement to be performed by the Coating Company.

  • For so long as the Surviving Corporation is required to provide indemnification to any Indemnified Person, Gaming Co.’s ability to transfer any material Mississippi Group Asset (as defined in the Company Distribution Agreement) out of the Surviving Corporation shall be limited as follows.

  • These payment terms will not apply to Distributor until the Company Distribution Agreement FH Orthopedics, Inc — CPM Medical Consultants has received the credit information requested from Distributor, which may include financial statements of the Distributor, bank references, trade references and other similar information as requested by the Company, that provides the Company with reasonable assurance of payment.


More Definitions of Company Distribution Agreement

Company Distribution Agreement shall have the meaning set forth in the Recitals. "COMPANY NET EQUITY VALUE" shall have the meaning set forth in Section 3.1(c)(i)(A). "COMPANY NOTES" shall mean, collectively, the First Mortgage Notes and the Senior Notes. "COMPANY RETAINED BUSINESS" means the operations, assets and liabilities to be retained by Company and its Subsidiaries following the Company Distribution, as set forth in the Company Distribution Agreement. "COMPANY RETAINED BUSINESS BALANCE SHEET" shall have the meaning set forth in Section 4.19(a). "COMPANY RETAINED BUSINESS FINANCIAL STATEMENTS" shall have the meaning set forth in Section 4.19(a). "COMPANY RETAINED BUSINESS INCOME STATEMENT" shall have the meaning set forth in Section 4.19(a). "COMPANY SEC DOCUMENTS" shall have the meaning set forth in Section 4.7(a). "COMPANY SHAREHOLDER APPROVAL" shall have the meaning set forth in Section 4.4(a). "COMPANY SHAREHOLDERS MEETING" shall have the meaning set forth in Section 7.1(d). "COMPANY STOCK OPTIONS" shall have the meaning set forth in Section 4.3. "COMPANY STOCK PLANS" shall have the meaning set forth in Section 4.3. "COMPANY VALUATION FACTOR" shall have the meaning set forth in Section 3.1(c)(i)(A). "COMPANY'S 1997 10-K" shall mean Company's Annual Report on Form 10-K for the fiscal year ended December 28, 1997. "COMPANY'S 1998 PROXY" shall mean Company's Proxy Statement dated March 27, 1998. "CONFIDENTIALITY AGREEMENT" shall have the meaning set forth in Section 6.3. "CONTAMINATION" shall mean the introduction into the environment (including the land, surface water and ground water underlying or in proximity to any Real Property and the ambient air above or in the proximity of any Real Property) of any contaminant, pollutant or other toxic or hazardous substance or waste as those terms are defined in applicable Environmental Laws (whether or not upon the Real Property or other property used by Company or any of its Subsidiaries and whether or not such pollution, when it occurred, violated any Environmental Law) as a result of any actual or threatened spill, discharge, leak, emission, escape, injection, dumping or release of any kind of any substance, in violation of any Environmental Law, or as a result of which Company or any of its Subsidiaries has or is reasonably likely to become liable to any Person or entity or by reason of which the Real Property or any other assets of Company or any of its Subsidiaries is reasonably likely to suffer or be subjected to any Encumbrance ...
Company Distribution Agreement shall have the meaning set forth in the Recitals.
Company Distribution Agreement means the Company Financial Products Distribution Agreement in substantially the form

Related to Company Distribution Agreement

  • Distribution Agreements means the Amended and Restated Distribution and License Agreements dated as of November 30, 1992 between Bollore and North Atlantic Operating Corporation, Inc., a Delaware corporation and subsidiary of Turning Point, relating to (i) the United States and (ii) Canada, each as amended by a Restated Amendment dated June 25, 1997 and Amendments dated respectively October 22, 1997, October 7, 1999, October 20, 1999, June 19, 2002, February 28, 2005 and April 20, 2006, and the License and Distribution Agreement, dated March 19, 2013, between Bollore and North Atlantic Operating Corporation, Inc., in each case as so amended and as may hereafter be amended, modified or superseded, and any other related agreements between or among such parties.

  • Equity Contribution Agreement means the Equity Contribution Agreement, to be dated as of the Closing Date, by and among Guarantor, Borrower and Administrative Agent.

  • Distribution Agreement has the meaning set forth in the recitals to this Agreement.

  • Contribution Agreements has the meaning set forth in the Recitals.

  • Contribution Agreement has the meaning set forth in the Recitals.

  • Tax Allocation Agreement means the Tax Allocation Agreement between Corporation and New D&B.

  • Sale and Contribution Agreement means the Sale and Contribution Agreement dated as of the date hereof, between the Seller, as seller, and the Borrower, as buyer, as amended, restated, supplemented or otherwise modified from time to time.

  • Local Distribution Company or “LDC” means a Person licensed by the OEB as a “Distributor” in connection with a Distribution System.

  • Separation and Distribution Agreement has the meaning set forth in the Recitals.

  • Company LLC Agreement means the Second Amended and Restated Limited Liability Company Agreement of the Company, dated as of May 25, 2011, as amended from time to time.

  • Distributor / Distribution Company means Company(ies), Firm(s), Sole Proprietorship concern(s), individual(s), Banks or any other Financial Institution appointed by the Management Company under intimation to the Trustee for performing any or all of the Distribution Functions and who are registered with MUFAP as Registered Service Providers. The Management Company may itself also performs the Distribution Function.

  • Group I Senior Principal Distribution Amount For any Distribution Date, an amount equal to the sum of (a) the Group I Senior Percentage of the Principal Payment Amount for Loan Group I, (b) the Group I Senior Prepayment Percentage of the Principal Prepayment Amount for Loan Group I and (c) the Group I Senior Liquidation Amount.

  • Allocation Agreement or “Agreement” shall mean this NMTC Program Allocation Agreement between the Fund and the Allocatee and Subsidiary Allocatee, as the case may be, including the Organization Specific Terms and Conditions (Schedule 1) and the General Allocation Terms and Conditions (Schedule 2) and any attachments hereto, as such Agreement may, from time to time, be amended in accordance with its terms.

  • Distribution Effective Time has the meaning set forth in the Separation Agreement.

  • Master Separation Agreement has the meaning set forth in the recitals.

  • Group II Senior Principal Distribution Amount As to any Distribution Date, the sum of (i) the Group II Senior Percentage of the Principal Payment Amount for Loan Group II, (ii) the applicable Senior Prepayment Percentage of the Principal Prepayment Amount for Loan Group II, and (iii) the Group II Senior Liquidation Amount.

  • Group III Senior Principal Distribution Amount As to any Distribution Date, the sum of (i) the Group III Senior Percentage of the Principal Payment Amount for Loan Group III, (ii) the applicable Senior Prepayment Percentage of the Principal Prepayment Amount for Loan Group III, and (iii) the Group III Senior Liquidation Amount.

  • Intermediate Distribution Frame (IDF means a second frame that augments an existing Main Distribution Frame. Lines or outside cables that do not terminate on the IDF.

  • Group 1 Senior Principal Distribution Amount For any Distribution Date, an amount equal to the sum of (a) the Group 1 Senior Percentage of the Principal Payment Amount for Loan Group 1, (b) the Group 1 Senior Prepayment Percentage of the Principal Prepayment Amount for Loan Group 1 and (c) the Group 1 Senior Liquidation Amount.

  • Distribution Plan means the plan hereafter approved by the MDL Court for the distribution of the Settlement Amount (net of any attorneys’ fees or costs that are awarded by the MDL Court) to Stanford Investors who have had their Claims allowed by the Receiver.

  • Post-Closing Agreement shall have the meaning set forth in Section 8.9.

  • Initial LLC Agreement has the meaning set forth in the recitals to this Agreement.

  • Stockholder Agreement means the Stockholder Agreement, dated as of August 29, 2003, among the Company and its stockholders, as amended and in effect from time to time.

  • Asset Transfer Agreement means the asset transfer agreement dated September 12, 2014 between Centurion Real Estate Opportunities Trust and Centurion Apartment REIT pursuant to which Centurion Apartment REIT seeded the initial portfolio of Centurion Real Estate Opportunities Trust.

  • Sponsorship Agreement means a document that estab- lishes an advanced licensee as a sponsor for a basic licensee.