New Company Agreement definition

New Company Agreement has the meaning set forth in Section 5.7.2.
New Company Agreement means the limited liability company agreement of New Company in the form attached as Exhibit E hereto pursuant to which New Company will hold the Parent OP Common Units to be issued to the Contributors and the Escrow Account hereunder.

Examples of New Company Agreement in a sentence

  • For clarity, Vertex and its Affiliates will be obligated to reimburse a given amount owed under a New Company Agreement one time only.

  • All rights granted to Vertex under such New Company Agreement will be subject to the terms and conditions of such New Company Agreement and Vertex will comply with all terms of such New Company Agreement applicable to Vertex, its Affiliates or Sublicensees thereunder.

  • Except as otherwise provided in this Agreement, as between the Parties, Company will be responsible for all payments in connection with any New Company Agreement unless such payment obligations are resulted from the material breach of such New Company Agreement by Vertex.

  • Company will provide Vertex with a reasonably detailed invoice for any payments made by Company under a New Company Agreement that are reimbursable by Vertex pursuant to this Section 5.7.2 within [***] of the end of each [***] in which any such payments were made by Company, and Vertex will pay the undisputed portion of such invoices within [***] of receipt thereof.

  • Company will discuss in good faith with Vertex to determine whether Vertex will take a license or sublicense (as the case may be) under all or a portion of the intellectual property rights that are the subject of such Proposed New Company Agreement.

  • The registered office and/or agent of the Corporation may be changed from time to time by action of the Board of Directors.

  • Company will provide Vertex with a substantially final draft of such Proposed New Company Agreement, unredacted solely to the extent that such draft relates to a Product or Licensed Agent, sufficiently in advance of execution so as to afford Vertex a meaningful opportunity to review such draft.

  • Company will use reasonable efforts to include in any such Proposed New Company Agreement that is an in-license [***].

  • Company and Vertex will discuss in good faith to determine whether Vertex will take a license or sublicense (as the case may be) under all or a portion of the intellectual property rights that are the subject of such Proposed New Company Agreement and if so, Company and Vertex will enter into a written agreement setting forth the terms under which Vertex will take such license or sublicense.

  • For the avoidance of doubt, Company will control the negotiations with the Grantor with respect to the Proposed New Company Agreement.


More Definitions of New Company Agreement

New Company Agreement means the amended and restated limited liability company agreement of New Company, in the form attached as Exhibit E hereto, pursuant to which New Company will hold the Parent OP Common Units to be issued to (i) Lightstone Holdings, Lightstone Prime, BRM, LVP OP and Pro-DFJV hereunder, (ii) LRPV and PR Manager under the Barceloneta Contribution Agreement and (iii) the Escrow Account hereunder.

Related to New Company Agreement

  • Company Agreement means the “Company Agreement for Utilisation of Gassco Systems” between the Operator and the Shipper.

  • Company Agreements means all Contracts to which the Company is a party or by which the Company or any of its properties may be bound or affected.

  • Limited Liability Company Agreement means the Amended and Restated Limited Liability Company Agreement of the Depositor, dated as of March 1, 2001, executed by Ford Credit, as sole member; or the Limited Liability Company Agreement of Ford Credit, dated as of April 30, 2007 and effective on May 1, 2007, as the context requires.

  • Intercompany Agreement means the agreement regarding the treatment of certain existing intercompany balances entered into on June 11, 2020 by and among ODBINV S.A. - Em Recuperação Judicial, Odebrecht S.A. - Em Recuperação Judicial and Odebrecht Engenharia e Construção S.A., as generally described and summarized in “The Restructuring – Treatment of Intercompany Claims” of the Consent Solicitation Statement.

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

  • Intercompany Agreements has the meaning set forth in Section 2.03(a).

  • Company LLC Agreement means the Limited Liability Company Agreement of the Company, dated as of October 23, 2006, as amended or restated from time to time.

  • Operating Partnership Agreement means the Amended and Restated Agreement of Limited Partnership of the Operating Partnership, as it may be amended, supplemented or restated from time to time.

  • Limited Partnership Agreement means the Second Amended and Restated Agreement of Limited Partnership of the Partnership dated as of March 9, 2004, as amended from time to time.

  • 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.

  • Holdings LLC Agreement means the Third Amended and Restated Limited Liability Company Agreement of Holdings, dated on or about the date hereof, as such agreement may be amended from time to time.

  • Network Operating Agreement means an executed agreement that contains the terms and conditions under which the Network Customer shall operate its facilities and the technical and operational matters associated with the implementation of Network Integration Transmission Service under Tariff, Part III.

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

  • GP means Gottbetter & Partners, LLP.

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

  • MLP Partnership Agreement means the Amended and Restated Agreement of Limited Partnership of the MLP, as amended or restated from time to time.

  • Existing LLC Agreement is defined in the recitals to this Agreement.

  • Co-operation Agreement means an agreement relating to compensation arrangements in the form of the relevant template Co-operation Agreement being:

  • Borrower Partnership Agreement means the Limited Partnership Agreement of the Borrower dated as of January 17, 2014 as such agreement may be amended, restated, modified or supplemented from time to time with the consent of the Administrative Agent or as permitted under Section 10.10.

  • PJM Operating Agreement means the Amended and Restated Operating Agreement of PJM on file with the Commission.

  • Partnership Agreements means, collectively, all of the Partnership Agreements.

  • Partnership Agreement means that certain First Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of the date hereof, as amended from time to time.

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

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

  • 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.

  • Sharing Agreement means a local marketing, joint sales, shared services or similar Contract.