Earn Out Agreement Date means the date on which the Earn Out Accounts become final and binding in accordance with (as appropriate) Paragraph 3.4, 3.6 or 4.7 of this Schedule 10 ;
First Amendment Date means February 21, 2019.
Master Settlement Agreement means the settlement agreement and related documents entered into on November 23, 1998, by the state and leading United States tobacco product manufacturers.
Agreement End Date has the meaning specified in Section 10.1(e).
Second Amendment Date means the date of the Second Amendment.
Lock-Up Agreement means the Lock-Up Agreement, dated as of the date hereof, by and among the Company and the directors, officers and 5% stockholders of the Company, in the form of Exhibit C attached hereto.
Specified Acquisition Agreement Representations means the representations and warranties made by, or with respect to, the Target and its subsidiaries in the Acquisition Agreement that are material to the interests of the Lenders, but only to the extent that the Borrower (or its applicable affiliate) has the right (taking into account applicable cure provisions) to terminate its obligations under the Acquisition Agreement or to decline to consummate the Acquisition (in each case, in accordance with the terms thereof) as a result of a breach of any such representations and warranties.
Agreement Date Provisions means Part 1 (Introduction), Part 2 (Term), Part 3 (Conditions Precedent and Milestone Requirement), Condition 8 (Application), Condition 9 (Definitions: Part 5A), Condition 14 (Strike Price Adjustments), Condition 16 (Application), Condition 17 (Definitions: Part 5B), Condition 20 (Strike Price Adjustments), Condition 24 (Default Interest), Condition 25 (Set-off), Condition 26 (Deductions and withholdings), Condition 27 (Payment accounts), Condition 28 (Generator representations and warranties), Condition 29 (CfD Counterparty representations and warranties), Condition 30 (Generator undertakings: General), Condition 32 (Generator undertakings: Information provision and no cumulation of Subsidy, state aid and/or union funding), Part 12 (Termination), Part 14 (Dispute Resolution) to Part 17 (Miscellaneous) (inclusive), Schedule 1 (Conditions Precedent), Annex 1 (Calculation of Termination Amount), Annex 2 (Change Control Procedure), Annex 3 (Form of Direct Agreement), paragraph 1 of Part A of Annex 7 (FMS arrangements, Sustainability Criteria, RQM Calculation Methodology and ACT Efficiency) and Annex 8 (Pro forma notices);
Put Agreement means an agreement dated as of August 13, 2008, as amended, among the Company, OT LLC and Rio Tinto Alcan.
First Amendment Closing Date has the meaning assigned to such term in the First Amendment.
Post-Closing Agreement shall have the meaning set forth in Section 8.9.
Effective Date of Contract means the date established in the Contract for the Contractor’s work to begin, or the date the Contract has been fully executed and received all required approvals, whichever date is later.
Legal Final Payment Date means the one-year anniversary of the Expected Final Payment Date.
Third Amendment Date means June 23, 2020.
Second Amendment Closing Date has the meaning assigned to such term in the Second Amendment.
Put Option Agreement has the meaning set forth in the recitals.
Collateral Acquisition Agreements means each of the agreements entered into by the Issuer in relation to the purchase by the Issuer of Collateral Debt Obligations from time to time.
Collective agreement year means each twelve (12) month period commencing on the first day of the renewed collective agreement. For example, the collective agreement year for a collective agreement that commences on April 1, 2014 is April 1, 2014 to March 31, 2015 and each period from April 1 to March 31 for the term of the collective agreement.
Master Separation Agreement has the meaning set forth in the recitals.
Parent Agreement has the meaning given to it in Clause 12;
Term SOFR Transition Event means the determination by the Administrative Agent that (a) Term SOFR has been recommended for use by the Relevant Governmental Body, (b) the administration of Term SOFR is administratively feasible for the Administrative Agent and (c) a Benchmark Transition Event or an Early Opt-in Election, as applicable, has previously occurred resulting in a Benchmark Replacement in accordance with Section 2.14 that is not Term SOFR.
Initial Adjustment Date As to any Adjustable Rate Mortgage Loan, the first Adjustment Date following the origination of such Mortgage Loan.
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.
Third Amendment Closing Date has the meaning assigned to such term in the Third Amendment.
SWS wage assessment agreement means the document in the form required by the Department of Education, Employment and Workplace Relations that records the employee’s productive capacity and agreed wage rate
Term Start Date has the meaning set forth in Section 1.01.
Fourth Amendment Closing Date the date on which all the conditions precedent set forth in Section 3 of the Fourth Amendment shall be satisfied or waived.