Marriott Consent definition

Marriott Consent has the meaning set forth in Section 2(a) hereof.
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Marriott Consent. Shall have the meaning given to it in Section 4.04.
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Marriott Consent which Marriott Consent shall provide for either an assumption by Purchaser of all obligations and liabilities of Seller under or with respect to the Management Agreement from and after the Closing Date and a full release of Seller from all obligations and liabilities with respect to the Management Agreement from and after the Closing Date at no cost or expense to Seller, or the termination as of the Closing Date of the Management Agreement at no cost or expense to Seller, and Purchaser, at Purchaser’s expense, shall enter into a new management agreement with Manager in accordance with Section 10.02D of the Management Agreement. Purchaser shall submit the information required under Section 10.02A and 10.02B of the Management Agreement to Manager within ten days following the Effective Date and Seller shall submit same to Manager. Seller shall use commercially reasonable efforts to obtain the Marriott Consent as soon as possible after the Effective Date. So long as a party is not in default hereunder, if any condition to such party’s obligation to proceed with the Closing hereunder has not been satisfied as of the Closing Date (or such earlier date as is provided herein), subject to any applicable notice and cure periods provided in Section 10.1 and Section 10.2, such party may, in its sole discretion, terminate this Agreement by delivering written notice to the other party on or before the Closing Date (or such earlier date as is provided herein), in which event the Xxxxxxx Money shall be returned to Purchaser so long as Purchaser is not in default hereunder, or elect to close (or to permit any such earlier termination deadline to pass) notwithstanding the non-satisfaction of such condition, in which event such party shall be deemed to have waived any such condition. In the event such party elects to close (or to permit any such earlier termination deadline to pass), notwithstanding the non-satisfaction of such condition, said party shall be deemed to have waived said condition, and there shall be no liability on the part of any other party hereto for breaches of representations and warranties of which the party electing to close had knowledge at the Closing.
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Examples of Marriott Consent in a sentence

  • The execution and delivery of the Marriott Consent and the actions resulting in the satisfaction (or waiver, as applicable) of the conditions set forth in Section 3 hereof shall be referred to as the “Transactions”.

  • As soon as reasonably practicable, but in any event no later than five (5) Business Days after the Effective Date, Buyer shall submit to Hotel Manager any information requested by Hotel Manager under Article 10 of the Hotel Management Agreement as a condition to receiving the Marriott Consent.

  • Seller and Buyer shall use commercially reasonable efforts to diligently pursue and negotiate in good faith the Marriott Consent and Seller and Buyer shall undertake all such acts as may be reasonably necessary to obtain the Marriott Consent by the Closing Date, in each case, at Buyer’s sole cost and expense.

  • TheCommittee endorsed the new page in principal and authorized discussions between the web team, the Development Sub Committee and our IT designer to develop a more complete project plan, including timeline and Budget for media information approach for the web site.

  • Marriott shall have provided to Sunrise a fully executed copy of the Marriott Consent.

  • If the Marriott Consent has not been obtained by Purchaser by the First Due Diligence Expiration Date, Seller may terminate this Agreement (if not previously terminated by Purchaser) by giving written notice of termination to Purchaser at any time after the First Due Diligence Expiration Date, provided the Marriott Consent has not been obtained by such time.

  • Lastly, M.C. Dean admits it deployed its Wi-Fi blocking equipment for a substantial period outside the statute of limitations and that its blocking activities continued for an extended period of time, including blocking after the issuance of the Marriott Consent Decree.

  • Seller has the full right and authority and, except for the Marriott Consent, has obtained any and all consents required to enter into this Agreement and to consummate or cause to be consummated the transactions contemplated hereby.

  • The Marriott Consent Decree was released October 3, 2014 and M.C. Dean did not stop Wi- Fi blocking until December 13, 2014.

  • Id. M.C. Dean employees were apparently aware of the Marriott Consent Decree when questioned by Field agents on December 6, 2014.

Related to Marriott Consent

  • Required Consent has the meaning set forth in Section 4.4.

  • Consent Agreement means this Consent Agreement, duly signed and concluded between the Commission and the Respondent, as contemplated in section 40(1) of the Act.

  • CPUC Approval means a final and non-appealable order of the CPUC, without conditions or modifications unacceptable to the Parties, or either of them, which contains the following terms:

  • Franchise Agreement or “Agreement” shall mean this Agreement and any amendments or modifications hereto.

  • Development Consent means the consent granted to the Development Application for the Development and includes all modifications made under section 4.55 of the Act.

  • Existing Franchise Agreement means that certain franchise license agreement between the Seller and the Franchisor, granting to Seller a franchise to operate the Hotel under the Brand.

  • Hotel Management Agreement means any hotel management agreement relating to the management and operation of the Real Property together with all supplements, amendments and modifications thereto.

  • Governmental Consent means any notice to, registration, declaration or filing with, exemption or review by, or authorization, order, consent or approval of, any Governmental Entity, or the expiration or termination of any statutory waiting periods;

  • Enterprise Agreement means an agreement certified under the Workplace Relations Act 1996 (Cth) or approved under the Industrial Relations Act 1996 (NSW).

  • Special Approval means approval by a majority of the members of the Conflicts Committee.

  • Spousal Consent has the meaning set forth in Section 7.19.

  • MCIP Agreement means the Agreement for the Development of a Joint County Industrial and Business Park (2010 Park) dated as of December 1, 2010, as amended, between the County and Xxxxxxxx County, South Carolina, as the same may be further amended or supplemented from time to time, or such other agreement as the County may enter with respect to the Project to offer the benefits of the Special Source Revenue Credits to the Company hereunder.

  • New Franchise Agreement means the franchise license agreement to be entered into between Buyer and the Franchisor, granting to Buyer a franchise to operate the Hotel under the Brand on and after the Closing Date.

  • Property Management Agreement means that certain management agreement between the Company and the Property Manager with respect to the management of the Property.

  • 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.

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

  • Registry Operator Approval means the receipt of each of the following: (A) the affirmative approval of the Applicable Registry Operators whose payments to ICANN accounted for two-­‐thirds of the total amount of fees (converted to U.S. dollars, if applicable, at the prevailing exchange rate published the prior day in the U.S. Edition of the Wall Street Journal for the date such calculation is made by ICANN) paid to ICANN by all the Applicable Registry Operators during the immediately previous calendar year pursuant to the Applicable Registry Agreements, and (B) the affirmative approval of a majority of the Applicable Registry Operators at the time such approval is obtained. For the avoidance of doubt, with respect to clause (B), each Applicable Registry Operator shall have one vote for each top-­‐level domain operated by such Registry Operator pursuant to an Applicable Registry Agreement.

  • Franchise Agreements means (a) the Franchise Agreements set forth on Part IV of Schedule 4.01(p) hereto, and (b) any Franchise Agreement in respect of a Borrowing Base Asset entered into after the Closing Date in compliance with Section 5.01(r).

  • Existing Management Agreement means that certain management agreement between the Seller and the Existing Manager for the operation and management of the Hotel.

  • Hospital purchaser/provider agreement (HPPA agreement) means a negotiated agreement entered between the fund and the hospital for the cost of hospital treatment.

  • Easement Agreement means any conditions, covenants, restrictions, easements, declarations, licenses and other agreements listed as Permitted Encumbrances or as may hereafter affect the Leased Premises.

  • Operating Agreement means this Operating Agreement as originally executed and as amended from time to time.

  • Company Operating Agreement means that certain Amended and Restated Limited Liability Company Agreement of the Company, effective as of April 18, 2016, as amended or restated as of the date hereof.

  • Customary Post-Closing Consents means the consents and approvals from Governmental Bodies for the assignment of the Assets to Purchaser that are customarily obtained after the assignment of properties similar to the Assets.

  • Required Consents shall have the meaning set forth in Section 4.5.

  • Approval Letter means the letter from WRAS to the Applicant confirming the grant of WRAS Approval in respect of a Product;