Member Purchase Agreement definition

Member Purchase Agreement means that certain Purchase Agreement, dated as of the date hereof, by and among the Corporate Taxpayer, OpCo, and the other holders of Common Units and shares of Class C Common Stock.
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Member Purchase Agreement shall have the meaning set forth in Section 8.5.2 hereof.
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Examples of Member Purchase Agreement in a sentence

  • Manager Member and Investor Member (or the Company and Manager Member, as applicable) shall execute the Member Purchase Agreement within ten (10) business days after Manager Member’s delivery of the Counter Notice.

  • If, after the delivery of a Counter Notice, Manager Member shall fail to make payment of the Member Interest Purchase Price when and as provided in the Member Purchase Agreement or otherwise default on its obligations under the Member Purchase Agreement, Investor Member shall have the right to terminate the Member Purchase Agreement and retain the Member Deposit as liquidated damages, and the Member Purchase Agreement shall so provide.

  • No Person may be admitted to the Company as a Member if such Person constitutes a Prohibited Member as defined in Section 11.5 of the Zhone Class B Member Purchase Agreement.

  • Notwithstanding anything stated to the contrary herein, any Counter Notice delivered by Manager Member hereunder shall be considered void and ineffective if the Member Purchase Agreement is not executed by the appropriate parties within ten (10) business days following Manager Member’s delivery of a Counter Notice.

  • These liabilities consisted of intergovernmental payable of$1,844, notes payable and Edison payable totaling $1,222,717 at June 30, 2012.

  • Xxxxxx Title: Managing Member [Purchase Agreement Signature Pages Continue] Agreed to and accepted as to Sections 7, 8, 10 and 23 only: UNITED EASTERN INVESTMENT CORP.

  • Notwithstanding anything stated to the contrary herein, if the Members are unable to agree upon the Member Purchase Agreement within sixty (60) days after the Purchase Election after good faith and diligent efforts to do so then each Member shall have the right to terminate the Purchase Election, and upon the return of the Member Deposit to the Purchasing Member, the Offering Member shall have the right to cause the Company to sell the Property pursuant to this Section 7.01.

  • Xxxxxxx Title: Managing Member [Purchase Agreement Signature Pages Continue] CONNECTICUT INNOVATIONS, INCORPORATED LD By: /s/ Xxxxxx X.

  • KBS and JV Member shall use their good faith diligent efforts to execute the Member Purchase Agreement within ten (10) business days thereafter.

  • The Class A Member may direct the Manager to exercise the Company's rights pursuant to the Class B Member Purchase Agreement.

Related to Member Purchase Agreement

  • Power Purchase Agreement or "PPA"" shall mean this Power Purchase Agreement including its recitals and Schedules, amended or modified from time to time in accordance with the terms hereof.

  • Master Purchase Agreement means the master purchase agreement between the Holder and the Corporation dated as of January 30, 2023;

  • Unit Purchase Agreement means the Common Unit and Class B Unit Purchase Agreement, dated as of December 1, 2006, among the Partnership and the purchasers named therein.

  • hire-purchase agreement means an agreement, other than a conditional sale agreement, under which—

  • Share Purchase Agreement has the meaning set forth in the Recitals.

  • Series B Purchase Agreement has the meaning set forth in the Recitals.

  • Series A Purchase Agreement means the Series A Preferred Unit Purchase Agreement, dated as of June 20, 2017, by and among the Partnership and the Series A Purchasers thereunder, as may be amended from time to time.

  • Stock Purchase Agreement means the agreement between the Company and a Purchaser who acquires Shares under the Plan that contains the terms, conditions and restrictions pertaining to the acquisition of such Shares.

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

  • Note Purchase Agreement means the Note Purchase Agreement, dated as of the Issuance Date, among the Company, the Subordination Agent, the Escrow Agent, the Paying Agent, and the Pass Through Trustee under each Pass Through Trust Agreement providing for, among other things, the issuance and sale of certain equipment notes, as the same may be amended, supplemented or otherwise modified from time to time in accordance with its terms.

  • Loan Purchase Agreement The Loan Purchase Agreement described in the Recitals to this Agreement, which Loan Purchase Agreement incorporates the terms of the Aurora Loan Services Seller Guide, as the same may be amended from time to time.

  • Additional Purchase Agreement means each Additional Purchase Agreement (including the related Additional Xxxx of Sale, the related Blanket Endorsement and any attachments thereto), substantially in the form of Attachment C hereto (of which these Master Terms form a part by reference, provided that in the event of a substitution, the form will be modified accordingly), to be executed by SLM ECFC, Funding and the Interim Eligible Lender Trustee for the benefit of Funding, which certifies that the representations and warranties made by SLM ECFC as set forth in Sections 5(A) and (B) of these Master Terms are true and correct as of the related Purchase Date.

  • Power Purchaser means the entity that is purchasing the capacity and energy to be transmitted under the Tariff.

  • Stock Purchase Agreements the meaning set forth in the recitals to this Agreement.

  • Receivables Purchase Agreement means the receivables purchase agreement, dated as of the Closing Date, between AHFC and the Seller, as amended or supplemented from time to time.

  • Synthetic Purchase Agreement means any swap, derivative or other agreement or combination of agreements pursuant to which Holdings, the Borrower or any Subsidiary is or may become obligated to make (a) any payment in connection with a purchase by any third party from a person other than Holdings, the Borrower or any Subsidiary of any Equity Interest or Restricted Indebtedness or (b) any payment (other than on account of a permitted purchase by it of any Equity Interest or Restricted Indebtedness) the amount of which is determined by reference to the price or value at any time of any Equity Interest or Restricted Indebtedness; provided that no phantom stock or similar plan providing for payments only to current or former directors, officers or employees of Holdings, the Borrower or the Subsidiaries (or to their heirs or estates) shall be deemed to be a Synthetic Purchase Agreement.

  • Note Purchase Agreements means (i) that certain Note Purchase Agreement, dated as of April 16, 2014 among the Parent, the Borrower, and the purchasers party thereto, (ii) that certain Note Purchase Agreement, dated as of December 18, 2014 among the Parent, the Borrower, and the purchasers party thereto, and (iii) that certain Note Purchase Agreement, dated as of June 13, 2018, among the Parent, the Borrower, and the purchasers party thereto, in each case as amended from time to time.

  • Initial Purchase Agreement means the Purchase Agreement (including the related Blanket Endorsement, Initial Xxxx of Sale and any attachments thereto) substantially in the form of Attachment A hereto (of which these Master Terms form a part by reference), to be executed by VL Funding, the VL Funding Eligible Lender Trustee on behalf of VL Funding, Funding and the Interim Eligible Lender Trustee on behalf of Funding, which shall certify that the representations and warranties made by VL Funding as set forth in Sections 5(A) and (B) and by the Servicer as set forth in Section 5(C) of these Master Terms are true and correct as of the Closing Date.

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

  • Purchase Agreement shall have the meaning set forth in the preamble.

  • Forward Purchase Agreement means an agreement that provides for the sale of equity securities in a private placement that will close substantially concurrently with the consummation of a Business Combination.

  • Asset Purchase Agreement has the meaning set forth in the Recitals.

  • Preferred Stock Purchase Agreement means the Preferred Stock Purchase Agreement, dated September 7, 2008, between the Company and the United States Department of the Treasury.

  • Aircraft Purchase Agreement Has the meaning specified in the NPA.

  • Lease-purchase agreement means an agreement for the use of personal property by a natural person primarily for personal, family or household purposes, for an initial period of four months or less that is automatically renewable with each payment after the initial period, but does not obligate or require the consumer to continue leasing or using the property beyond the initial period, and that permits the consumer to become the owner of the property.

  • Securities Purchase Agreement means that certain securities purchase agreement, dated as of the Subscription Date, by and among the Company and the initial holders of the Notes pursuant to which the Company issued the Notes, as may be amended from time to time.