ICPH definition
Examples of ICPH in a sentence
Without limiting the foregoing, each Payee hereby appoints ICPH to act as its agent for purposes of perfecting and enforcing any Lien or other rights granted pursuant to the Mortgage, and ICPH agrees to act in such capacity for such purposes.
No amendment, modification, termination or waiver of any provision of any Note, or consent to any departure by any party therefrom, shall in any event be effective without the written consent of each of ICPH and MGP.
Any title insurance, recording or similar fees which are payable by a Payee pursuant to its Note in connection with the Mortgage (including any such fees payable by ICPH in its in capacity as agent for the Payees) shall be shared ratably among the Payees in accordance with the original principal amounts of their respective Notes.
Reference is made to (i) that certain Secured Promissory Note dated as of July 3, 2017 by ICP Merger Sub, LLC (the “Initial Maker”), Illinois Corn Processing, LLC (the “Target”, together with the Initial Maker, the “Makers”) and Pacific Ethanol Central, LLC (“PEC”) in favor of ICPH (the “ICPH Note) and (ii) that certain Secured Promissory Note dated as of July 3, 2017 by Makers and PEC in favor of MGP (the “MGP Note”, together with the ICPH Note, the “Notes”).
By way of example, if the Maker makes a principal prepayment under the ICPH Note in the amount of $70, the Maker shall make a simultaneous prepayment under this Note in the amount of $30.
This Note may not be changed, modified or terminated orally, but only by an agreement in writing signed by the Maker, PEC and the Payee, provided that Payee and ICPH may periodically amend or otherwise modify the Master Terms Agreement without providing notice to or obtaining the consent of the Maker or PEC.
The initial ICPH designees to the Board shall be ▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇▇▇.
To the extent any of the foregoing fees, costs and expenses of the Payee in this Section 14 are not reimbursed within a reasonable period following demand therefor, the Payee and ICPH shall ratably share such fees, costs and expenses in proportion to the respective amounts due under their respective #4845-2508-8843v3 Promissory Notes.
The Members acknowledge that (a) MGPI contributed the Plant immediately prior to the Effective Date as the sole member of the Company; (b) ICPH purchased 50% of the Interests from MGPI on the Effective Date; (c) for federal income tax purposes, the purchase of Interests by ICPH shall be treated by the Members and the Company in a manner consistent with Revenue Ruling 99-5; and (d) the Company shall make the election described in Section B.3(g) of Exhibit B.
The Company shall make a Section 754 election in connection with the purchase of Interests by ICPH pursuant to the LLC Interest Purchase Agreement.