CUP Agreement definition

CUP Agreement that certain First Amendment and Restatement of Contribution and Unit Purchase Agreement, dated as of September 23, 2005, by and among Paulos, Wortman, MGIM, Millennium, CCR, WCW, Oaktree, AcquisitionCo, and LandCo, including all amendments thereto or restatements thereof.
Sample 1Sample 2
CUP Agreement means that certain Contribution and Unit Purchase Agreement dated on or about the date of this Agreement by, between and among the Minority Member, the Majority Member and the Company.
Sample 1

Examples of CUP Agreement in a sentence

  • This Agreement, the other Loan Documents and the CUP Agreement and the other documents contemplated thereby represent the agreement of the Borrower and the Lender with respect to the subject matter hereof, and there are no promises, undertakings, representations or warranties by the Borrower and the Lender relative to subject matter hereof not expressly set forth or referred to herein or therein.

  • All payments (including prepayments) to be made by the Borrower hereunder, whether on account of principal, interest or otherwise, shall be made without offset or counterclaim except as permitted by Section 9.5 of the CUP Agreement and shall be made prior to 11:00 A.M., Nevada time, on the due date thereof to the Lender, at the Lender’s office set forth on the signature page hereto, in Dollars and in immediately available funds.

  • The direct and indirect ownership structure of the Capital Stock of the Borrower and each Guarantor shall at all times remain as of the 1A Closing Date except for such changes as are contemplated by the CUP Agreement or, after the Second Closing, as are permitted under the Company Amended Operating Agreement or the Omnibus Management Agreement.

  • The Lender agrees, on the terms and conditions hereinafter set forth, to make the Loan to the Borrower on the 1A Closing Date, subject to the satisfaction or wavier, at or prior to the 1A Closing Date, of the conditions set forth in Sections 5.1(a) and 5.2(a) of the CUP Agreement.

  • The Borrower and each Guarantor shall not enter into any merger, consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation or dissolution), or convey, sell, lease, assign, transfer or otherwise dispose of, all or substantially all of its property, business or assets, except as contemplated by the CUP Agreement.

  • The Borrower and each Guarantor shall (a) comply in all material respects with all Laws, (b) perform all obligations under all Contracts to which the Borrower or any Guarantor is a party in all material respects, and (c)(i) preserve, renew and keep in full force and effect its organizational existence and (ii) take all reasonable action to maintain all rights, privileges and franchises necessary or desirable in the ordinary course of its business, except as permitted by the CUP Agreement or Section 6.5.

  • Licensor is attempting to obtain a copy of the CUP and determine whether Licensor or Xxxx can remove the CUP and CUP Agreement from title to the Property or otherwise mitigate the adverse impacts caused thereby.

  • Before a conditional use can be transferred to a new owner, the new owner must execute a CUP Agreement in substantially the same form as the original CUP Agreement, as approved by the City.

  • The Loan, along with all accrued but unpaid interest thereon, (a) may not be prepaid prior to the earlier of the Second Closing or Termination of the CUP Agreement, and (b) may be prepaid in whole or in part at the option of the Borrower at any time after any of the events set forth in clause (a) upon at least five (5) Business Days’ prior written notice to the Lender.

  • Under no circumstance shall a Certificate of Occupancy be issued by the Building Official for any structures associated with the CUP until the CUP Agreement has been executed and recorded, and any prerequisite conditions have been met.

Related to CUP Agreement

  • Lock-Up Agreement means the Lock-Up Agreement, dated as of the date hereof, by and among the Company and the directors and officers of the Company, in the form of Exhibit B attached hereto.

  • MCIP Agreement means the Agreement for the Development of a Joint County Industrial and Business Park (2010 Park) dated as of December 1, 2010, as amended, between the County and Xxxxxxxx County, South Carolina, as the same may be further amended or supplemented from time to time, or such other agreement as the County may enter with respect to the Project to offer the benefits of the Special Source Revenue Credits to the Company hereunder.

  • SPS Agreement means the Agreement on the Application of Sanitary and Phytosanitary Measures which is a part of the WTO Agreement; Subheading means the first six digits in the tariff classification number under the HS; Territory means:

  • Lock-Up Agreements means the lock-up agreements that are delivered on the date hereof by each of the Company’s officers and directors, in the form of Exhibit A attached hereto.

  • Lockup Agreement means the Lockup Agreement, dated as of the date hereof, by and between the Company and each person listed as a signatory thereto, in the form attached as Exhibit C hereto.

  • Formation Agreement has the meaning attributed to it in Recital A;

  • OP Agreement means the agreement of limited partnership of ATA Holdings, as amended and in effect from time to time.

  • Standstill Agreement shall have the meaning set forth in Section 6.03.

  • SCM Agreement means the Agreement on Subsidies and Countervailing Measures, contained in Annex 1A to the WTO Agreement;

  • Consent Agreement means this Consent Agreement, duly signed and concluded between the Commission and the Respondent, as contemplated in section 40(1) of the Act.

  • Arrangement Agreement means the arrangement agreement dated as of April 18, 2019 between the Purchaser and the Company, including the schedules and exhibits thereto, providing for, among other things, the Arrangement, as the same may be amended, supplemented or restated.

  • Sponsor Letter Agreement has the meaning set forth in the recitals to this Agreement.

  • Foundation Agreement means the agreement dated the 20th February 1985 made between the Trustee, the Manager, Xxxxxxxx, Genting WA and Tileska providing for the subscription of Units and Options;

  • Connection Agreement means an agreement entered into between a distributor and a person connected to its distribution system that delineates the conditions of the connection and delivery of electricity to or from that connection;

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

  • Support Agreement has the meaning set forth in the Recitals.

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

  • Joint Agreement means a type of Fund Use Agreement between the Consortium and the Fund Council that sets forth an umbrella set of terms and conditions that govern principally the submission and approval of CRP proposals and the transfer and use of funds from the CGIAR Fund for implementation of CRPs.

  • Side Agreement means the Side Agreement for Transfer Agency Services between the Customer and Transfer Agent dated as of January 1, 2015.

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

  • Netting agreement means a netting agreement, master netting agreement or other similar document having the same effect as a netting agreement or master netting agreement and, as applicable, any collateral annex, security agreement or other similar document related to any master netting agreement or Permitted Contract.

  • JV Agreement each partnership or limited liability company agreement (or similar agreement) between a North American Group Member or one of its Subsidiaries and the relevant JV Partner as the same may be amended, restated, supplemented or otherwise modified from time to time, in accordance with the terms hereof.

  • Transaction Agreement has the meaning set forth in the recitals.

  • TRIPS Agreement means the Agreement on Trade-Related Aspects of Intellectual Property Rights;

  • Farm-Out Agreement means a Farm-In Agreement, viewed from the standpoint of the party that transfers an ownership interest to another.

  • Cooperation Agreement means that certain Mortgage Loan Cooperation Agreement, dated as of the Closing Date, among Borrower, Lender and Sponsor, as the same may from time to time be amended, restated, replaced, supplemented or otherwise modified in accordance herewith.