KP Group definition
Examples of KP Group in a sentence
Service and License Agreements" shall mean a series of agreements to be entered into pursuant to Article 8 pursuant to which the members of the KP Group will provide certain services and rights to the Partnership including loan collection and servicing, management of the Homeowners Associations, a software license and software support, sales and marketing management, telemarketing services, and central reservation services.
Each member of the KP Group acknowledges that AVM and AVLP would not have entered into this Agreement without the foregoing covenant and that the failure of any member of the KP Group to comply with this covenant will cause the Partnership, AVM, AVLP and the partners of AVLP to be materially damaged.
The Service and License Agreements shall be negotiated in good faith by the KP Group and the Committee, shall comply with and be subject to all applicable laws and regulations applicable to time share resorts and condominium associations and their members and owners, and shall be finalized no later than ninety (90) days after the date of this Agreement.
The costs to be reimbursed shall consist of a fixed amount to be agreed to by the Committee to reimburse the KP Group for a portion of such employee's compensation and housing and the reasonable and documented travel costs of such Key Executive.
In no event shall any member of the KP Group use or divulge any information which is confidential or proprietary information of the Partnership or which relates to the ownership, development or operation of the Resort in connection with any activities not owned or operated by the Partnership.
If one of the Key Executives relocates (at the request of the Committee) to the Island of Maui in the State of Hawaii to supervise the Resort start-up during the Pre-Entitlement Period or the Pre-Sales Period, the Partnership shall reimburse KP Group for a portion of its costs with respect to such employee in accordance with an arrangement which shall be subject to prior approval by the Committee, such approval not to be unreasonably withheld.
Without waiving any other remedy which the Partnership, AVM, AVLP or the partners of AVLP may have at law or in equity, KP agrees that, should any member of the KP Group challenge or contest the validity of the covenant set forth in this Section 2.10(b), the KP-GP Percentage Interest and the KP-LP Percentage Interest each shall be reduced to zero effective upon the delivery by AVM to KP-GP and KP-LP of Notice requiring such reduction.
Subject to the limitations applicable to the KP Group pursuant to Section 2.10(b), this Agreement shall not prohibit any Partner or any of its Affiliates from owning, operating, or investing in any real estate or engaging in any resort activities not owned or operated by the Partnership, wherever located.