Interep Acquisition Agreement definition

Interep Acquisition Agreement means the Share Purchase and Sale Agreement, dated as of May 12, 2023, by and among, on one side, Xxxxx Xxxxxxxxx Xxxxxxxxx and Xxxxxxx Xxxxxx Xxx Xxxxxxxxx Xxxxxxxxx and, on the other side, Mondee Brazil and the Parent, and further, as Intervening Party, Interep Representacoes Viagens E Turismo S.A..
Sample 1Sample 2
Interep Acquisition Agreement means the Share Purchase and Sale Agreement, dated as of May 12, 2023, by and among, on one side, Xxxxx Xxxxxxxxx Xxxxxxxxx and Xxxxxxx Xxxxxx Xxx Xxxxxxxxx Xxxxxxxxx and, on the other side, Mondee Brazil and the Parent, and further, as Intervening Party, Interep Representacoes Viagens E Turismo S.A.. “Interep Acquisition Assets” means the “Shares” (as defined in the Interep Acquisition Agreement). “Interep Acquisition Collateral Assignment” means the Collateral Assignment of Acquisition Documents, in form and substance satisfactory to the Administrative Agent, made by Mondee Brazil and the Parent in favor of the Administrative Agent. “Interep Acquisition Documents” means the Interep Acquisition Agreement and all other agreements, instruments and other documents related thereto or executed in connection therewith.
Sample 1
Interep Acquisition Agreement means the Share Purchase and Sale Agreement, dated as of May 12, 2023, by and among, on one side, Xxxxx Xxxxxxxxx Xxxxxxxxx and Xxxxxxx Xxxxxx Xxx Xxxxxxxxx Xxxxxxxxx and, on the other side, Mondee Brazil and the Parent, and further, as Intervening Party, Interep Representacoes Viagens E Turismo S.A.. “Interep Acquisition Assets” means the “Shares” (as defined in the Interep Acquisition Agreement). “Interep Acquisition Collateral Assignment” means the Collateral Assignment of Acquisition Documents, in form and substance satisfactory to the Administrative Agent, made by Mondee Brazil and the Parent in favor of the Administrative Agent. “Interep Acquisition Documents” means the Interep Acquisition Agreement and all other agreements, instruments and other documents related thereto or executed in connection therewith. “Interep Earnout Obligations” means, collectively, the deferred payment obligations contemplated to be paid pursuant to Section 4.3 of the Interep Acquisition Agreement (as in effect on the Amendment No. 11 Effective Date) in an aggregate amount not to exceed $720,000 during the term of this Agreement and the Earnout Obligations contemplated to
Sample 1

More Definitions of Interep Acquisition Agreement

Interep Acquisition Agreement means the Share Purchase and Sale Agreement, dated as of May 12, 2023, by and among, on one side, Xxxxx Xxxxxxxxx Xxxxxxxxx and Xxxxxxx Xxxxxx Xxx Xxxxxxxxx Xxxxxxxxx and, on the other side, Mondee Brazil and the Parent, and further, as Intervening Party, Interep Representacoes Viagens E Turismo S.A.. “Interep Acquisition Assets” means the “Shares” (as defined in the Interep Acquisition Agreement). “Interep Acquisition Collateral Assignment” means the Collateral Assignment of Acquisition Documents, in form and substance satisfactory to the Administrative Agent, made by Mondee Brazil and the Parent in favor of the Administrative Agent. “Interep Acquisition Documents” means the Interep Acquisition Agreement and all other agreements, instruments and other documents related thereto or executed in connection therewith. “Interep Earnout Obligations” means, collectively, the deferred payment obligations contemplated to be paid pursuant to Section 4.3 of the Interep Acquisition Agreement (as in effect on the Amendment No. 11 Effective Date) in an aggregate amount not to exceed $720,000 during the term of this Agreement and the Earnout Obligations contemplated to be paid pursuant to Section 4.4 of the Interep Acquisition Agreement (as in effect on the Amendment No. 11 Effective Date) in an aggregate amount not to exceed $3,000,000 during the term of this Agreement. “Intercompany Subordination Agreement” means an Intercompany Subordination Agreement made by the Parent and its Subsidiaries in favor of the Administrative Agent for the benefit of the Secured Parties, in form and substance reasonably satisfactory to the Administrative Agent. “Interest Period” means, with respect to each SOFR Loan, (a) with an initial period commencing on the date of the making of such SOFR Loan (or the continuation of a SOFR Loan or the conversion of a Reference Rate Loan to a SOFR Loan) and ending 1 or 3 months thereafter, as elected by the Administrative Borrower, and (b) thereafter with a period commencing on the date of the making of such SOFR Loan (or the continuation of a SOFR Loan or the conversion of a Reference Loan to a SOFR Loan) and ending 1 or 3 months thereafter, as elected by the Administrative Borrower; provided, however, that (i) if any Interest Period would end on a day that is not a Business Day, such Interest Period shall be extended (subject to clauses (iii)-(v) below) to the next succeeding Business Day, (ii) interest shall accrue at the applicable rate based upon ...
Sample 1

Related to Interep Acquisition Agreement

  • Company Acquisition Agreement has the meaning set forth in Section 5.04(a).

  • Acquisition Agreements has the meaning specified in the Recitals.

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

  • Alternative Acquisition Agreement has the meaning set forth in Section 5.3(d).

  • Closing Date Acquisition Agreement shall have the meaning assigned to such term in the recitals hereto.

  • Acquisition Agreement means a letter of intent, agreement in principle, merger agreement, acquisition agreement, option agreement or other similar agreement.

  • Collateral Acquisition Agreements means each of the agreements entered into by the Issuer in relation to the purchase by the Issuer of Collateral Debt Obligations from time to time.

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

  • Specified Acquisition Agreement Representations means such of the representations and warranties in the Acquisition Agreement made by the Acquired Company with respect to the Acquired Company and its subsidiaries as are material to the interests of the Lenders, but only to the extent that the Borrower (and/or its applicable Affiliate) has the right to terminate its and/or such Affiliate’s obligations under the Acquisition Agreement as a result of a breach of such representations in the Acquisition Agreement.

  • Definitive Acquisition Agreement means any definitive written agreement entered into by the Company that is conditioned on the approval by the holders of not less than a majority of the outstanding shares of Common Stock at a meeting of the stockholders of the Company with respect to (i) a merger, consolidation, recapitalization, reorganization, share exchange, business combination or similar transaction involving the Company or (ii) the acquisition in any manner, directly or indirectly, of more than 50% of the consolidated total assets (including, without limitation, equity securities of its subsidiaries) of the Company and its Subsidiaries.

  • Transaction Agreement has the meaning set forth in the recitals.

  • Contribution Agreement means that certain Contribution and Conveyance Agreement, dated as of the Closing Date, among the General Partner, the Partnership, the Operating Partnership and certain other parties, together with the additional conveyance documents and instruments contemplated or referenced thereunder, as such may be amended, supplemented or restated from time to time.

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

  • Restructuring Agreement shall have the meaning set forth in the recitals.

  • Asset Management Agreement means, as the context requires, any agreement entered into between a Series and an Asset Manager pursuant to which such Asset Manager is appointed as manager of the relevant Series Assets, as amended from time to time.

  • Formation Agreement has the meaning attributed to it in Recital A;

  • Investment Agreement shall have the meaning set forth in the Recitals hereto.

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

  • Permitted Acquisition Documents means with respect to any acquisition proposed by the Borrower or any Subsidiary Guarantor, final copies or substantially final drafts if not executed at the required time of delivery of the purchase agreement, sale agreement, merger agreement or other agreement evidencing such acquisition, including, without limitation, all legal opinions and each other document executed, delivered, contemplated by or prepared in connection therewith and any amendment, modification or supplement to any of the foregoing.

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

  • 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.

  • 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.

  • Factoring Agreement means any factoring agreement by and between Borrower and/or any Restricted Subsidiary and a Factor.

  • Co-financing Agreement means the agreement to be entered into between the Recipient and the Co-financier providing for the Co-financing.

  • Reinvestment Agreement means a guaranteed reinvestment agreement from a bank, insurance company or other corporation or entity, in each case, at the date of such acquisition having a credit rating of at least A-1 from S&P and at least P-1 from Moody’s; provided that such agreement provides that it is terminable by the purchaser, without penalty, if the rating assigned to such agreement by either S&P or Xxxxx’x is at any time lower than such ratings.

  • Original Financing Agreement means the development credit agreement for a Social Investment Program Project between the Recipient and the Association, dated April 7, 2003, as amended to the date of this Agreement (Credit No. 3740-BD).