Partnership Interest Purchase Agreement Sample Clauses

Partnership Interest Purchase Agreement. This Partnership Interest Purchase Agreement (this “Agreement”) is entered into as of this 3rd day of August, 2005 (the “Closing Date”) by and among The Detroit News, Inc., a Michigan corporation (“Buyer”), Detroit Free Press, Incorporated, a Michigan corporation (“Seller”), Gannett Co., Inc., a Delaware corporation (“Gannett”), and Xxxxxx-Xxxxxx, Inc., a Florida corporation (“KRI” and together with Buyer, Seller and Gannett, collectively, the “Parties”, and, individually, a “Party”).
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Partnership Interest Purchase Agreement. The Partnership Interest Purchase
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Partnership Interest Purchase Agreement. Subject to the conditions set forth herein, at the Closing, after the occurrence of the events described in Section 2.02, Raytel Management and the Physicians shall execute and deliver the Partnership Interest Purchase Agreement, and, in consideration therefor, Raytel or Raytel Management, as appropriate, shall deliver the following consideration to the Physicians in the amounts and on the dates set forth below: PRINCIPAL AMOUNT PHYSICIAN OF NOTE --------- ------- Rodoxxx X. Xxxxxxxxx, X.D. [*] Waynx X. Xxxxxxxx, X.D. [*] Michxxx X. Xxxxx, X.D. [*] Miguxx Xxxxxxxxxxx, X.D. [*] Provided, however, that, to secure for New PA the benefits of each Employment Agreement and as an additional inducement for the performance by each Physician of such Physician's obligations thereunder, in the event the Employment Agreement between New PA and any Physician is terminated prior to the fifth anniversary of the Closing Date by (i) New PA for cause and without such Physician's payment of the appropriate amount of liquidated damages, as specified in such Employment Agreement, or (ii) such Physician without cause and without such Physician's payment of the appropriate amount of liquidated damages, as specified in such Employment Agreement, then such Physician shall execute an appropriate assignment of the Note held by such Physician pursuant to which all of the Physician's rights under such Note are assigned to Raytel Management. If such Physician fails to execute the assignment of Note provided for in this Section 2.03, such Note shall be deemed assigned to Raytel Management, and Raytel shall be authorized to setoff against such Note the amounts specified herein.
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Partnership Interest Purchase Agreement. Investor shall perform its obligations in all material respects under the terms of the Partnership Interest Purchase Agreement. 9.16.
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Partnership Interest Purchase Agreement. Section 2.1(d).......................6
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Partnership Interest Purchase Agreement. Axxxx, S.A.B. de C.V. (“Axtel”) and its subsidiary Impulsora e Inmobiliaria Regional, S.A. de C.V. (“Impulsora”) as buyers, and Banco Nacional de México, S.A. (“Banamex”) represented by Banco J.X. Xxxxxx, S.A. as a trustee of Banamex, Nueva Promotora de Sistemas de Teleinformática, S.A. de C.V. (“Nueva Promotora”), and Telecomunicaciones Holding MX, S. de R.X. de C.V. (“Tel Holding”) as sellers, entered into a Partnership Interest Purchase Agreement dated November 27, 2006 regarding the sale of the 100% of their equity participation in Avantel Infraestructura, S. de R.X. de C.V. (“Avantel Infraestructura”) and Avantel, S. de R.X. de C.V. (“Avantel Concesionaria”) Such Partnership Interest Purchase Agreement was subject to the following terms and conditions: Partnership Interest
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Related to Partnership Interest Purchase Agreement

  • Asset Purchase Agreement The transactions contemplated by the Asset Purchase Agreement shall have been consummated.

  • Note Purchase Agreement The conditions precedent to the obligations of the Applicable Pass Through Trustees and the other requirements relating to the Aircraft and the Equipment Notes set forth in the Note Purchase Agreement shall have been satisfied.

  • Securities Purchase Agreement This Agreement and the transactions contemplated hereby have been duly and validly authorized by the Company, this Agreement has been duly executed and delivered by the Company and this Agreement, when executed and delivered by the Company, will be, a valid and binding agreement of the Company enforceable in accordance with its terms, subject as to enforceability to general principles of equity and to bankruptcy, insolvency, moratorium, and other similar laws affecting the enforcement of creditors’ rights generally.

  • Receivables Purchase Agreement The Transferor, in its capacity as purchaser of Receivables from the RPA Seller under the Receivables Purchase Agreement, shall enforce the covenants and agreements of the RPA Seller as set forth in the Receivables Purchase Agreement, including its agreement to designate Additional Accounts as and when required in order for the Transferor to fulfill its undertakings in Section 2.06. The Transferor shall not amend, waive or otherwise modify the Receivables Purchase Agreement except in accordance with its terms.

  • Equity Interest Purchase Price The purchase price of the Optioned Interests (the “Base Price”) shall be XXX 00. If PRC law requires a minimum price higher than the Base Price when Party A exercises the Equity Interest Purchase Option, the minimum price regulated by PRC law shall be the purchase price (collectively, the “Equity Interest Purchase Price”).

  • Assignment of Interest in the Mortgage Loan Purchase Agreement (a) The Depositor hereby assigns to the Trustee, on behalf of the Certificateholders, all of its right, title and interest in the Mortgage Loan Purchase Agreement, including but not limited to the Depositor's rights and obligations pursuant to the Servicing Agreements (noting that the Seller has retained the right in the event of breach of the representations, warranties and covenants, if any, with respect to the related Mortgage Loans of the related Servicer under the related Servicing Agreement to enforce the provisions thereof and to seek all or any available remedies). The obligations of the Seller to substitute or repurchase, as applicable, a Mortgage Loan shall be the Trustee's and the Certificateholders' sole remedy for any breach thereof. At the request of the Trustee, the Depositor shall take such actions as may be necessary to enforce the above right, title and interest on behalf of the Trustee and the Certificateholders or shall execute such further documents as the Trustee may reasonably require in order to enable the Trustee to carry out such enforcement.

  • Stock Purchase Agreement Each Purchaser understands and agrees that the conversion of the Notes into equity securities of the Company will require such Purchaser’s execution of certain agreements relating to the purchase and sale of such securities as well as any rights relating to such equity securities.

  • Purchase Agreements The Sponsor has executed and delivered a Private Placement Warrants Purchase Agreement, the form of which is annexed as an exhibit to the Registration Statement (the “Sponsor Purchase Agreement”), pursuant to which the Sponsor will, among other things, on the Closing Date, consummate the purchase of and deliver the purchase price for the Placement Warrants allocated to the Sponsor described in Section 1.4.2. The Representative has executed and delivered a Private Placement Warrants Purchase Agreement, the form of which is annexed as an exhibit to the Registration Statement (the “Representative Purchase Agreement”, together with the Sponsor Purchase Agreement, the “Purchase Agreements”), pursuant to which the Representative will, among other things, on the Closing Date, consummate the purchase of and deliver the purchase price for the Placement Warrants allocated to the Representative described in Section 1.4.2. Pursuant to the Purchase Agreements, (i) the Sponsor and the Representative have waived any and all rights and claims it may have to any proceeds, and any interest thereon, held in the Trust Account in respect of the Placement Warrants, and (ii) certain proceeds from the sale of the Placement Warrants will be deposited by the Company in the Trust Account in accordance with the terms of the Trust Agreement on the Closing Date as provided for in the Purchase Agreements.

  • Additional Partnership Interests If the Partnership issues Partnership Interests in accordance with Section 4.2 or 4.3, the distribution priorities set forth in Section 5.1 shall be amended, as necessary, to reflect the distribution priority of such Partnership Interests and corresponding amendments shall be made to the provisions of Exhibit B.

  • Purchase Agreement See the introductory paragraphs hereof.

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