Phase II Mall Sale definition

Phase II Mall Sale means the sale of the equity interests in the Phase II Mall Subsidiary pursuant to the terms of the Phase II Mall Sale Agreement.
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Phase II Mall Sale is defined in subsection 6.15B.
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Phase II Mall Sale shall have the meaning set forth in Section 4(a) of Article XIV.
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Examples of Phase II Mall Sale in a sentence

  • There shall be no compensation for time not worked unless such time off is authorized time off with pay.

  • Assignor covenants and agrees in favor of Assignee that it shall perform the Reserved Obligations under the Phase II Mall Sale Agreement (and acknowledges and confirms for the benefit of Mall II Buyer that it remains liable to Mall II Buyer under the Phase II Mall Sale Agreement for performance of the Reserved Obligations).

  • There are no options, warrants, convertible securities or other rights to acquire any equity interests in any Borrower or any of their Subsidiaries except for the rights of GGP under the Phase II Mall Sale Agreement and as otherwise set forth as Schedule 4.1E.

  • In no event shall any proceeds of Borrowings be used to pay for any damages, liquidated or otherwise, or other amounts payable by LCR or the Borrowers pursuant to the Phase II Mall Sale Agreement and/or the Phase II Mall SA Assignment Agreement or for operating costs of the Phase II Mall (unless, in each case, such item is set forth in the Project Budget as a separate Line Item) or for operating costs of the Phase II Hotel/Casino.

  • The Phase II Mall Sale Agreement shall be assigned by LCR to Phase II Mall Subsidiary Holding (subject to certain defense rights which are to be shared by LCR and Phase II Mall Subsidiary Holding) in accordance with the Phase II Mall SA Assignment Agreement.

  • From and after repayment in full of all amounts outstanding under the Mall Financing Agreement, the Borrowers shall cause the Phase II Mall Borrowers at all times to maintain in the Phase II Mall Sale Reserve Account the amounts required from time to time to be on deposit therein pursuant to the terms of the Phase II Mall Sale Reimbursement Agreement.

  • Assignor has no knowledge of any breach by Mall II Buyer of any of Mall II Buyer’s obligations under the Phase II Mall Sale Agreement as of the date hereof.

  • The Borrowers shall apply any proceeds received pursuant to the Phase II Mall Sale Agreement to repay in full all amounts outstanding under this Agreement within five days of the receipt thereof before applying to any other obligation or for any other purpose.

  • Assignee hereby accepts the Assignment and hereby assumes and agrees to pay, perform, observe and discharge all of the covenants, conditions, agreements, terms and conditions on the part of Developer (excluding the Reserved Obligations (as defined below)) to be performed under the Phase II Mall Sale Agreement and the Side Letter, in each case first arising from and after the date hereof (collectively, and excluding the Reserved Obligations, the “Assigned Obligations”).

  • The Administrative Agent shall have received the Assignment of Phase II Mall Sale Agreement, dated as of the Closing Date, duly executed and delivered by an Authorized Officer of Phase II Mall Subsidiary Holding.

Related to Phase II Mall Sale

  • Project Completion Date means the date on which the Completion Certificate is issued;

  • The Project Site, where applicable, means the place or places named in the SCC.

  • Project Assets means all physical and other assets relating to (a) tangible assets such as civil works and equipment including foundations, embankments, pavements, road surface, interchanges, bridges, culverts, road over-bridges, drainage works, traffic signals, sign boards, kilometre-stones, [toll plaza(s)], electrical systems, communication systems, rest areas, relief centres, maintenance depots and administrative offices; and (b) Project Facilities situated on the Site;

  • Completion Date means the date of completion of the Services by the Service Provider as certified by the Procuring Entity

  • Eligible Project Costs means such portion of the Project costs disbursed and loaned from the OPWC to the Recipient for the sole and express purpose of acquiring, constructing, reconstructing, expanding, improving, engineering and equipping the Project, other direct expenses, and related financing costs thereto.

  • Qualified project means the construction or expansion of any capital project of the Borrower or any of its Restricted Subsidiaries, the aggregate actual or budgeted capital cost of which (in each case, including capital costs expended by the Borrower or any such Restricted Subsidiaries prior to the construction or expansion of such project) exceeds $50,000,000.

  • Project Property means the real property on or for which preconstruction service or construction work is or will be provided.

  • Phase II Study means a human clinical trial, for which the primary endpoints include a determination of dose ranges and/or a preliminary determination of efficacy in patients being studied as described in 21 C.F.R. § 312.21(b) (FDCA), as amended from time to time, and the foreign equivalent thereof.

  • Development Site means any parcel or lot on which exists or which is intended for building development other than the following:

  • Qualified Project Costs means costs paid with respect to the Project that meet each of the following requirements: (i) the costs are properly chargeable to capital account (or would be a so chargeable with a proper election by the Borrower or but for a proper election by the Borrower to deduct such costs) in accordance with general federal income tax principles and in accordance with Section 1.103-8(a)(1) of the Regulations, provided, however, that only such portion of the interest accrued during rehabilitation or construction of the Project (in the case of rehabilitation, with respect to vacated units only) shall be eligible to be a Qualified Project Cost as bears the same ratio to all such interest as the Qualified Project Costs bear to all costs of the acquisition and construction or rehabilitation of the Project; and provided further that interest accruing after the Completion Date (as defined in the Regulatory Agreement) shall not be a Qualified Project Cost; and provided still further that if any portion of the Project is being constructed or rehabilitated by an Affiliate (whether as general contractor or a subcontractor), Qualified Project Costs shall include only (A) the actual out of pocket costs incurred by such affiliate in constructing or rehabilitating the Project (or any portion thereof) and (B) any overhead expenses incurred by such affiliate which are directly attributable to the work performed on the Project, and shall not include, for example, intercompany profits resulting from members of an “affiliated group” (within the meaning of Section 1504 of the Code) participating in the rehabilitation or construction of the Project or payments received by such affiliate due to early completion of the Project (or any portion thereof); (ii) the costs are paid with respect to a qualified residential rental project or projects within the meaning of Section 142(d) of the Code, (iii) the costs are paid after the earlier of 60 days prior to May 20, 2021, being the date on which the Governmental Lender first declared its “official intent” to reimburse costs paid with respect to the Project (within the meaning of Section 1.150-2 of the Regulations) or the date of issue of the Funding Loan, and (iv) if the costs of the acquisition and construction or rehabilitation of the Project were previously paid and are to be reimbursed with proceeds of the Funding Loan such costs were (A) “preliminary expenditures” (within the meaning of Section 1.150-2(f)(2) of the Regulations) with respect to the Project (such as architectural, engineering and soil testing services) incurred before commencement of acquisition and construction or rehabilitation of the Project that do not exceed 20% of the issue price of the Funding Loan (as defined in Section 1.148-1 of the Regulations), or (B) were capital expenditures with respect to the Project that are reimbursed no later than 18 months after the later of the date the expenditure was paid or the date the Project is placed in service (but no later than three years after the expenditures is paid); provided, however, that (w) Costs of Funding shall not be deemed to be Qualified Project Costs;(x) fees, charges or profits (including, without limitation, any Developer Fee) payable to the Borrower or a “related person” (within the meaning of Section 144(a)(3) of the Code) shall not be deemed to be Qualified Project Costs; (y) letter of credit fees and municipal bond insurance premiums which represent a transfer of credit risk shall be allocated between Qualified Project Costs and other costs and expenses to be paid from the proceeds of the Funding Loan; and (z) letter of credit fees and municipal bond insurance premiums which do not represent a transfer of credit risk (including, without limitation, letter of credit fees payable to a “related person” to the Borrower) shall not constitute Qualified Project Costs.

  • Phase II Trial means a clinical trial of a Licensed Product on patients, including possibly pharmacokinetic and dose ranging studies, the principal purposes of which are to make a preliminary determination that such Licensed Product is safe for its intended use and to obtain sufficient information about such Licensed Product’s efficacy to permit the design of further clinical trials, and generally consistent with 21 CFR §312.21(b), or its successor regulation, or the equivalent in any foreign country.

  • Project site, where applicable, means the place indicated in bidding documents.

  • project completion period means the period of sixty (60) months commencing from and expiring on for the construction and obtaining of Temporary Occupation Permit or Permits for the whole of the Development as provided in clause 3.3;

  • Phase II means the second part of the tuition incentive assistance program which provides assistance in the third and fourth year of 4-year degree programs.

  • Subject Property means any premises located in the County on which an energy efficiency improvements, water efficiency improvements, or renewable resource applications are being or have been made and financed through an outstanding PACE loan.

  • Borrowing Base Property means any one of the Borrowing Base Properties.

  • Project Completion means the date, as determined by the Division after consultation with the Recipient, that operation of the Project is initiated or is capable of being initiated, whichever comes first.

  • Phase or “Phases” in respect of the Project shall mean that the components of the Project are placed in service during more than one year during the Investment Period, and the word “Phase” shall therefore refer to the applicable portion of the Project placed in service in a given year during the Investment Period.

  • Construction Completion Date means the Completion Date of the Construction as specified in the Statutory Declaration of Completion for the Project;

  • Project Commencement Date means the commencement date notified to the Minister pursuant to clause 4(1);

  • Hotel Property means a Property on which there is located an operating hotel.

  • Tourism destination project means a qualified non-gaming business facility that will be among the most visited privately owned or operated tourism or recreation sites in the State, and which is located within the qualified incentive area and has been determined by the authority to be in an area appropriate for development and in need of economic development incentive assistance, including a non-gaming business within an established Tourism District with a significant impact on the economic viability of that District.

  • Loan Proceeds means all amounts advanced as part of the Loan, whether advanced directly to Borrower or otherwise.

  • Redevelopment Agreement means an agreement between the

  • Phase I Study means a study in humans which provides for the first introduction into humans of a product, conducted in healthy volunteers or patients to obtain information on product safety, tolerability, pharmacological activity or pharmacokinetics, as more fully defined in 21 C.F.R. § 312.21(a) (or the non-United States equivalent thereof).

  • Eligible project means 1 or more of the following projects of a local unit that have been approved by the director and the state treasurer, including costs associated with a project necessary for issuance of evidences of indebtedness to finance the project: