Material Business Agreements definition

Material Business Agreements means all the material agreements, arrangements, commitments or understandings of any Group Company in relation to the Business, which are described in Schedule 12;
Material Business Agreements is defined in Section 3.18(b).
Material Business Agreements means, individually and collectively, with respect to the Company, the Lessee or any given Venture, any Hotel Purchase Contract, any Lease Agreement, any loan documents in connection with a financing entered into by the Company or the applicable Venture, any Property Management Agreement, any Asset Management Agreement, any Development Permit Agreements, any construction contracts, and each other contract, agreement, understanding or obligation of the Company, the Lessee or such Venture that is material to the development and operation of the applicable Project or the breach of which by the Company, the Lessee or such Venture would or is reasonably likely to have a material adverse effect on the business, operations or financial condition of the Company, the Lessee or such Venture or Project. For the purposes of this definition, (x) a contract, agreement, understanding or obligation which is “material to the development and operation of the applicable Project” is one that has a value or effect on the Company, the Lessee or Venture in excess of $50,000 or has a term in excess of one year that cannot be earlier terminated without a penalty in excess of 5% of the contract amount being incurred, and (y) a “material adverse effect” is one that results or is likely to result in a loss, damage or liability of the Venture, the Company or the applicable Series of the Company in excess of $250,000 or otherwise would result in a line item on the Capital Improvements Budget or the Operating Budget for a Project being exceeded. In addition, for purposes of this definition, a series of related contracts with the same vendor shall be treated as one contract in determining whether the monetary threshold has been exceeded.

Examples of Material Business Agreements in a sentence

  • Each Borrower shall perform and observe, and shall cause each of its Subsidiaries to perform and observe, all the material terms and provisions of each of the Material Business Agreements and the Material License Agreements to which it is a party except those which are subject to a good faith dispute provided such dispute shall not reasonably be expected to result in a Material Adverse Effect.

  • Each Borrower and each Subsidiary thereof is in material compliance with the terms of the Material Business Agreements.

  • All Material Business Agreements to which any Loan Party is a party or is bound are listed on Schedule 5.19.

  • The Disclosure Schedule sets forth a list of all Material Business Agreements of each Borrower and each Subsidiary thereof as of the Closing Date.

  • The Material Business Agreements of such Borrower and such Subsidiary are in full force and effect and have not been revoked or otherwise modified since the execution thereof.

  • Each Borrower shall perform and observe all material terms and provisions of each of the Material Business Agreements and the Material License Agreements to which it is a party except those which are subject to a good faith dispute provided such dispute shall not reasonably be expected to result in a Material Adverse Effect.

  • Lender is satisfied with all Material Business Agreements and the Loan Parties’ legal and capital structure, and has received all Collateral Assignments.

  • Schedule 5.19 lists all of each Loan Party’s Material Business Agreements and no default or event of default exists under any of these agreements.

  • As of the Closing Date, the Material Business Agreements of such Borrower and such Subsidiary are in full force and effect and have not been revoked or otherwise modified since the execution thereof, except as disclosed on the Disclosure Schedule.

  • The Borrower shall perform and observe, and shall cause each of its Subsidiaries to perform and observe, material terms and provisions of its Material Business Agreements and the Material License Agreements to which it is a party except those which are subject to a good faith dispute and those that could not reasonably be expected to result in a Material Adverse Effect.


More Definitions of Material Business Agreements

Material Business Agreements shall have the meaning ascribed to such term in Section 3.6(a).

Related to Material Business Agreements

  • Business Agreements has the meaning specified in Section 5.15.

  • Material Agreements shall have the meaning assigned to such term in Section 4.16 hereof.

  • IP Agreements means all material Copyright Licenses, Patent Licenses, Trademark Licenses, and all other agreements, permits, consents, orders and franchises relating to the license, development, use or disclosure of any material Intellectual Property to which a Pledgor, now or hereafter, is a party or a beneficiary, including, without limitation, the agreements set forth on Schedule III hereto.

  • Material Documents has the meaning set forth in Section 5.23.

  • Business Contracts has the meaning ascribed to it in Section 1.01(a)(v).

  • Material Contracts has the meaning set forth in Section 3.09(a).

  • Company IP Agreements means all licenses, sublicenses, consent to use agreements, settlements, coexistence agreements, covenants not to xxx, permissions and other Contracts (including any right to receive or obligation to pay royalties or any other consideration), whether written or oral, relating to Intellectual Property to which the Company is a party, beneficiary or otherwise bound.

  • the Business means the usual work and activities carried on by the Insured pertaining to his business as specified in the Schedule and no others.

  • Related Party Agreements shall have the meaning set forth in Section 3.19 herein.

  • License Agreements shall have the meaning set forth in Section 8.11 hereof.

  • Business Licenses has the meaning ascribed to it in Section 1.01(a)(x).

  • Intellectual Property Agreements means all licenses, sublicenses, consent to use agreements, settlements, coexistence agreements, covenants not to sue, waivers, releases, permissions and other Contracts, whether written or oral, relating to any Intellectual Property that is used or held for use in the conduct of the Business as currently conducted to which Seller is a party, beneficiary or otherwise bound.

  • Material Project Documents means, collectively, the Power Purchase Agreement, the EPC Contract, the Transmission Facilities Construction Agreement, the O&M Agreement, the Coal Supply Agreements, the Coal Transportation Agreement and all other instruments, agreements or other documents arising from or related to the Project, but shall not include any Financing Agreement.

  • industrial agreement means an agreement registered by the Commission under this Act as an industrial agreement;

  • Special Business means all business transacted at a special meeting of shareholders and all business transacted at an annual meeting of shareholders, except consideration of the financial statements, auditor's report, election of directors and reappointment of the incumbent auditor;

  • Company Material Contracts has the meaning set forth in Section 3.18(a).

  • Material Intellectual Property means any intellectual property owned by any Loan Party that is, in the good faith determination of the Borrower, material to the operation of the business of the Borrower and its Restricted Subsidiaries, taken as a whole.

  • Material Agreement means any material contract, commitment, agreement (written or oral), instrument, lease or other document, license agreement and agreements relating to intellectual property, to which the Corporation or any Subsidiary are a party or to which any of their property or assets are otherwise bound;

  • Environmental Authorizations means all licenses, permits, orders, approvals, notices, registrations or other legal prerequisites for conducting the business of the Borrower or any Subsidiary required by any Environmental Requirement.

  • Supply Agreements has the meaning set forth in Section 7.1.

  • Trade Agreements means any applicable trade agreement to which Ontario is a signatory.

  • Program Agreements means, collectively, this Agreement; the Administration Agreement; Custodial Agreement; the Pricing Side Letter; the Electronic Tracking Agreement; the Collection Account Control Agreement; the Power of Attorney; each Servicing Agreement; each Servicer Notice; when entered into, the Subordination Agreement; and if entered into, the Escrow Agreement, the Intercreditor Agreement and the Joint Securities Account Control Agreement.

  • Company Intellectual Property Agreements means any Contract governing any Company Intellectual Property to which the Company or any Subsidiary is a party or bound by, except for Contracts for Third-Party Intellectual Property that is generally, commercially available software and (A) is not material to the Company or any Subsidiary, (B) has not been modified or customized for the Company or any Subsidiary and (C) is licensed for an annual fee under $5,000.

  • Local Business means a business serving as a contractor as defined in Business and Professions Code section 7026 or a business supplying construction-related materials that has its principal headquarters or permanently staffed regional office and that has held a business license within the zip codes listed above for Local Hire for a minimum of three months prior to the date the entity submits a bid, contract, or proposal for a Public Project. A Local Business contractor must also be properly registered with the Department of Industrial Relations in accordance with Labor Code section 1725.5. Local Business shall also mean any state or nationally certified minority-owned, women-owned, or disabled veteran business that has performed work for the District or other public agency within the zip codes listed above for Local Hire during the past four years. Certification for a disabled veteran business must be provided to the District. Local Business shall also mean a business that participates in an internship program that is currently approved or recognized by the District. The entity may also apply to obtain District approval of its internship program. The internship program must be approved by the District and must be completed by the end of the specific Public Project or by the next semester immediately after completion of the specific Public Project. Local Business shall also mean any entity that uses apprentices from a District approved apprenticeship program.

  • material hoist means a hoist used to lower or raise material and equipment, excluding passengers; "medical certificate of fitness" means a certificate contemplated in regulation 7(8);

  • Material Real Property means any fee owned Real Property located in the United States that is owned by any Loan Party with a fair market value in excess of $10,000,000 (at the Closing Date or, with respect to Real Property acquired after the Closing Date, at the time of acquisition, in each case, as reasonably estimated by the Borrower in good faith).