Amermin Side Letter definition

Amermin Side Letter means the side letter among the Seller, the Buyer, the Company and Amermin to be executed and delivered on the Escrow Deposit Date pursuant to which, among other things, Amermin agrees to: (i) appoint Xxxxxxx Xxxxxxx Xxxxxxx-Xxxxxxxx Xxxxxxx, Xxxx Xxxxxxx Xxxx Xxxxxxxx xx Xxxxxxx and Xxxxx Xxxxxxx Xxxxx of Xxxxxxx-Xxxxxxxx, Xxxxxxx x Xxxx (“RSM”), jointly and severally, its power of attorney to deal with the Embargo (the “Embargo Power of Attorney”); (ii) accept the Released Cash on Amermin’s behalf; (iii) pay the Released Cash to the Government on Amermin’s behalf, with a view to obtaining the release of the Embargo from the Encumbered Properties; (iv) deal with the Government on Amermin’s behalf, on an administrative basis only to procure the release of the Embargo from the Encumbered Properties; and (v) repay the Released Cash together with interest thereon at the rate charged by the Government if the Escrow Release Condition is not satisfied and Closing does not occur;
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Examples of Amermin Side Letter in a sentence

  • Notwithstanding the foregoing, the Parties hereto agree that on Closing in escrow on the Escrow Deposit Date, the Closing Documents (exclusive of the Amermin Side Letter, the Interim Power of Attorney and the Escrow Agreement) and the Initial Cash Payment (less the Released Cash) shall be deposited into escrow with the Escrow Agent, to be dealt with as provided in the Escrow Agreement.

  • Aiello be unable or unwilling to act as attorney-in-fact as xxxxxxxx xxx herein, each Tendering Shareholder hereby appoints Philip D.

Related to Amermin Side Letter

  • Pricing Side Letter means that certain letter agreement between Buyer and Seller, dated as of the date hereof, as the same may be amended, restated, supplemented or otherwise modified from time to time.

  • Trunk Side means the Central Office Switch connection that is capable of, and has been programmed to treat the circuit as connecting to another switching entity (for example another Central Office Switch). Trunk-Side connections offer those transmission and signaling features appropriate for the connection of switching entities and cannot be used for the direct connection of ordinary telephone station sets.

  • Demand side management means the management of customer

  • Private Side Lender Representatives means, with respect to any Lender, representatives of such Lender that are not Public Side Lender Representatives.

  • Public-Side Information means information that is either (a) available to all holders of Traded Securities of the Borrower or any Subsidiary or (b) not material non-public information (for purposes of United States federal, state or other applicable securities laws).

  • Public Side Lender Representatives means, with respect to any Lender, representatives of such Lender that do not wish to receive MNPI.

  • Yard, Side means a yard extending from the front yard to the rear yard of a lot between a side lot line and the nearest wall of any building or structure on the lot.

  • Tyre size designation means a designation showing:

  • Replacement Management Agreement means, collectively, (a) either (i) a management agreement with a Qualified Manager substantially in the same form and substance as the Management Agreement, or (ii) a management agreement with a Qualified Manager, which management agreement shall be reasonably acceptable to Lender in form and substance, provided, with respect to this subclause (ii), Lender, at its option, may require that Borrower shall have obtained prior written confirmation from the applicable Rating Agencies that such management agreement will not cause a downgrade, withdrawal or qualification of the then current rating of the Securities or any class thereof and (b) an assignment of management agreement and subordination of management fees substantially in the form then used by Lender (or of such other form and substance reasonably acceptable to Lender), executed and delivered to Lender by Borrower and such Qualified Manager at Borrower’s expense.

  • New Management Agreement means the management agreement to be entered into between Buyer and the Manager for the operation and management of the Hotel on and after the Closing Date.

  • Sponsor Management Agreement means the management agreement between certain of the management companies associated with the Investors and the Issuer.

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

  • Property Management Agreement means any Property Management Agreement between the Company and the Property Manager.

  • Lot Line, Side means a lot line other than a front or rear lot line.

  • Side Letter means any side letter executed by an Investor with any Borrower or the Investment Adviser with respect to such Investor’s rights and/or obligations under its Subscription Agreement and any other applicable Operative Document.

  • Management Fee Subordination Agreement means that certain Amended and Restated Management Fee Subordination Agreement, dated as of the Closing Date, by and between the Sponsor and Agent and acknowledged by the Borrower.

  • Private-Side Information means any information with respect to Holdings and its Subsidiaries that is not Public-Side Information.

  • Hotel Management Agreement means any hotel management agreement relating to the management and operation of the Real Property together with all supplements, amendments and modifications thereto.

  • 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.

  • Replacement Agreement means an agreement entered into as a replacement for any Relevant Agreement;

  • Investment Management Agreement means the Investment Management Agreement, dated as of the date hereof, by and between the Investment Manager and the Borrower.

  • Line Side means the End Office switch connections that have been programmed to treat the circuit as a local line connected to a terminating station (e.g., an ordinary subscriber’s telephone station set, a PBX, answering machine, facsimile machine or computer). Line Side connections offer only those transmission and signal features appropriate for a connection between an End Office and such terminating station.

  • Investment Management Agreement or IMA means the Investment Management Agreement (IMA) dated December 9, 2002, executed between UTI Trustee Company Private Limited and UTI Asset Management Company Limited.

  • Public-Sider means a Lender whose representatives may trade in securities of the Borrower or its controlling person or any of its Subsidiaries while in possession of the financial statements provided by the Borrower under the terms of this Agreement.

  • Hospital purchaser/provider agreement (HPPA agreement) means a negotiated agreement entered between the fund and the hospital for the cost of hospital treatment.

  • Collateral Management Agreement The agreement dated as of the Closing Date, between the Issuer and the Collateral Manager relating to the management of the Collateral Obligations and the other Assets by the Collateral Manager on behalf of the Issuer, as amended from time to time in accordance with the terms thereof.