Membership Assignment definition

Membership Assignment shall have the meaning set forth in Section 4.1.
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Membership Assignment is defined in Recital D of this Agreement.
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Membership Assignment is defined in the recitals.
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Examples of Membership Assignment in a sentence

  • Buyer hereby agrees to accept the transfer of the Membership Interests from Xxxxxxxx Member pursuant to an Assignment of Membership Interests substantially in the form attached to this Agreement as Exhibit K (the “Membership Assignment”), on the condition that Seller shall cause Xxxxxxxx Member to execute such Membership Assignment and deliver the same into Escrow (defined below) prior to the Closing.

  • Except for the Membership Interests owned by PBF LLC and assigned to PBF Member in connection with the Membership Assignment, there are no issued and outstanding Member Interests in the Company as of immediately prior to Closing.

  • Membership Assignment" shall have the meaning set forth in Section 4.1.

  • However, if the Use Week of the Permanent Membership specified in an Original Membership Assignment has not already occurred as of the date of the Original Membership Assignment, then Basic Assessment for such Permanent Membership shall be paid by the Permanent Member who owns such Permanent Membership.

  • Step 3: Use Membership Assignment (or Similar) to Determine Distributions at the Organizational Level Once Steps 1 and 2 are complete, the CGHC will distribute the funds based on assigned membership (for PCPs and DCOs), proportion of the CCO population served (for county Public Health departments and community mental health), or FTE representation (OB-GYNs).

  • A creditworthy Affiliate of FL Triggering Member shall join the Membership Assignment to guaranty that each of the representations and warranties set forth therein are true, correct and complete.

  • The entering into and performance by Seller of the purchase and sale transaction contemplated by this Agreement will not violate or breach any agreement, covenant or obligation binding on Seller, and the entering into and performance by Xxxxxxxx Member of the Membership Assignment contemplated by this Agreement will not violate or breach any agreement, covenant or obligation binding on Xxxxxxxx Member.

  • The provisions of this Article 11 and the provisions of Sections 2.7, 3.1(b), 3.1(c), 3.2(b), 3.3, 3.7, 4.1, 4.2, 4.3(h), 4.4, 4.5, 4.6, 4.7, 5.1, 5.2, 5.4, and 10.1 shall survive the Closing to the extent (and subject to any specific limitations) provided in this Agreement and any earlier termination of this Agreement and shall not be merged into the execution and delivery of the Membership Assignment.

  • Agreements A duly executed xxxx of sale, assignment, and assumption agreement in the form attached to this Agreement as Exhibit H (the “Xxxx of Sale, Assignment and Assumption Agreement”) and a duly executed Membership Assignment.

  • Pursuant to the terms of the agreement entitled Agreement for Assignment of a Membership Interest in Little Ajax II LLC dated as of July ___, 2014 (the “Membership Assignment Agreement”) by and among Assignor and certain other members of the LLC identified in the Membership Assignment Agreement as Sellers and Great Ajax Corp., and for the consideration described in the Membership Assignment Agreement, Assignor herby assigns to Great Ajax Corp.


More Definitions of Membership Assignment

Membership Assignment. As defined in Section 9.3 of this Agreement.
Sample 1

Related to Membership Assignment

  • Membership Agreement means an agreement in the form of the Gas Supply Hub Membership Agreement in schedule 1.

  • IP Assignment a collateral assignment or security agreement pursuant to which an Obligor grants a Lien on its Intellectual Property to Agent, as security for the Obligations.

  • First Assignment means: the relevant Assignment; orif, prior to the relevant Assignment:

  • IP Assignment Agreement has the meaning set forth in Section 3.2(a)(iii).

  • Purchase Agreement Assignment means the Purchase Agreement and Engine Warranties Assignment [________], dated as of even date with the Participation Agreement, between Lessee and Owner Trustee.

  • Assignment and Conveyance Agreement As defined in Subsection 6.01.

  • Qualified assignment agreement means an agreement providing for a qualified assignment within the meaning of section 130 of the Internal Revenue Code.

  • Assignment of Management Agreement means the Assignment of Management Agreement and Subordination of Management Fees, dated the same date as this Loan Agreement, among Borrower, Lender and Property Manager, including all schedules, riders, allonges and addenda, as such Assignment of Management Agreement may be amended from time to time, and any future Assignment of Management Agreement and Subordination of Management Fees executed in accordance with Section 6.09(d).

  • Trademark Assignment shall have the meaning specified in Section 3.2(c).

  • Conveyance Agreement means the Conveyance Agreement Master Securitization Terms Number 1000, dated February 29, 2008, as amended and reaffirmed from time to time, among the Master Depositor, Deutsche Bank Trust Company Americas (as successor in interest to The Bank of New York Mellon Trust Company, National Association, formerly known as The Bank of New York Trust Company, N.A.), as eligible lender trustee for the benefit of the Master Depositor, VL Funding, as the depositor, Deutsche Bank Trust Company Americas (as successor in interest to The Bank of New York Mellon Trust Company, National Association, formerly known as The Bank of New York Trust Company, N.A.), as eligible lender trustee for the benefit of VL Funding, and Xxxxxx Xxx, Inc., as master servicer, together with each executed Purchase Agreement (as defined therein), each executed Xxxx of Sale (as defined therein) and all attachments thereto.

  • IDR Transfer Agreement means an agreement to transfer, subject to the terms of Tariff, Part VI, section 237, Incremental Deliverability Rights to a party for the purpose of eliminating or reducing the need for Local or Network Upgrades that would otherwise have been the responsibility of the party receiving such rights. “Immediate-need Reliability Project” shall have the same meaning provided in the Operating Agreement.

  • Lease Assignment has the meaning set forth in Section 3.5(d).

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

  • Long Term Supply Assignment means, in relation to an employee,

  • Addendum and Assignment Agreement The Addendum and Assignment Agreement, dated as of January 31, 1995, between MLCC and the Master Servicer.

  • Trademark Assignment Agreement has the meaning set forth in Section 2.01.

  • 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.

  • Transfer Agreement means the agreement providing for a transfer of structured settlement payment rights.

  • General Assignment means, in relation to a Ship, a general assignment of (inter alia) the Earnings, the Insurances and any Requisition Compensation relative to that Ship in the Agreed Form and, in the plural, means all of them;

  • Membership Rights means all of the rights of a Member in the Company, including a Member’s: (a) Interest; (b) right to inspect the Company’s books and records; (c) right to participate in the management of and vote on matters coming before the Company; and (d) unless this Operating Agreement or the Certificate of Formation provide to the contrary, right to act as an agent of the Company.

  • Assignment and Conveyance An assignment and conveyance of the Mortgage Loans purchased on a Closing Date in the form annexed hereto as Exhibit 4.

  • Mortgage Assignment means an assignment of the Mortgage in recordable form, sufficient under the laws of the jurisdiction wherein the related Mortgaged Property is located to reflect the sale of the Mortgage.

  • term assignment means, in relation to an employee, i. a term assignment within the meaning of the local collective agreement, or

  • Technology Transfer Agreement has the meaning given in Section 2.2(a).

  • Permitted Assignment means a Permitted Subsidiary Assignment or a Permitted Third-Party Assignment.

  • Charter Assignment means a specific assignment of any Extended Employment Contract required to be executed hereunder by either Owner in favour of the Bank (including any notices and/or acknowledgements and/or undertakings associated therewith) in such form as the Bank may require in its sole discretion;