MIPSA definition

MIPSA means the Membership Interest purchase and sale agreement pursuant to which the Company, through its wholly-owned subsidiary, acquired the Membership Interest in exchange for Cash Purchase Price and the Nevada Consideration Shares;
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MIPSA shall have the meaning set forth in the recitals to this Agreement.
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MIPSA means the Membership Interest Purchase and Sale Agreement dated as of September 29, 2011 among Seller, NextEra Member and First Solar Development, Inc., as updated by the Desert Sunlight MIPSA Purchase Price Adjustment Letter, dated as of April 27, 2012 from First Solar Development, Inc. and accepted and agreed by Seller and NextEra Member, as partially assigned by Seller to Sumitomo Member, pursuant to the Assignment and Assumption Agreement, dated as of September 27, 2012, by and among Seller and Sumitomo Member.
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Examples of MIPSA in a sentence

  • The fair market value of the Capital Contributions was equal to each of the Members’ respective payments to FS Development under the MIPSA (i.e., the NextEra Member of the NextEra Purchase Price, as defined in the MIPSA, and EFS Desert Sun of the GE Purchase Price, as defined in the MIPSA).

  • The full amount of all such payments that were made in accordance with the MIPSA are referred to as the “Initial Capital Contributions”.

  • This letter agreement shall in no way be considered, nor is it intended to be, a waiver by any party hereto of any condition precedent to its obligation to perform under the MIPSA.

  • For clarification, this Section 15.4 is not meant to encompass any rights that the Members may have under the MIPSA, the Transfer Agreement, the Assignment Agreement and the agreements related thereto, all of which shall survive in accordance with their terms.

  • In the event of any inconsistency between the MIPSA and this letter agreement, the provisions set forth herein shall prevail.

  • This Agreement, the MIPSA, the Investment Agreement, the Cash Grant Recapture Indemnity Agreements, the Cash Grant Letter Agreement and the Equity Contribution Agreements constitute the complete and exclusive statement of the agreement among the Members as of the date hereof relating to their rights as a Member.

  • For clarification, the prior sentence is not meant to encompass any rights that the Members may have under the MIPSA, the Transfer Agreement, the Assignment Agreement and the agreements related thereto, all of which shall survive in accordance with their terms.

  • Subject only to the amendments, modifications or stipulations herein contained, the terms, conditions, stipulations and provisions of the MIPSA shall remain valid and binding on the parties thereto.

  • Buyer acknowledges that Seller has completed the matters described in Sections 7.15(a)-(d) and items 1, 2, and 4-6 on Schedule 7.15(e) of the 60% MIPSA.

  • Except for the Required Permits described in the SHEP I MIPSA, the Company and Seller have all material licenses, orders, franchises, registrations and permits of all Governmental Entities required to permit the operation of the Properties as presently operated (the “Required Permits”) and each is in full force and effect.


More Definitions of MIPSA

MIPSA shall have the meaning set forth in the definition of “Acquisition Agreement”.
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MIPSA means Membership Interest Purchase and Sale Agreement, dated as of December 6, 2011 and as amended by Amendment No. 1, by and between the Pledgor and First Solar Development, Inc.
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MIPSA shall have the meaning set forth in the Recitals to this Agreement. “Net Profit” or “Net Loss” shall mean, for each Fiscal Year, an amount equal to the Company’s taxable income or loss for such year, determined in accordance with Code Section 703(a) (for this purpose, all items of income, gain, loss or deduction required to be stated separately pursuant to Code Section 703(a)(1) shall be included in taxable income or loss), with the following adjustments:
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MIPSA has the meaning set forth in the Recitals.
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Related to MIPSA

  • Supplier Background IPR means Intellectual Property Rights owned by the Supplier before the Call Off Commencement Date, for example those subsisting in the Supplier's standard development tools, program components or standard code used in computer programming or in physical or electronic media containing the Supplier's Know-How or generic business methodologies; and/or Intellectual Property Rights created by the Supplier independently of this Call Off Contract,

  • Non-Microsoft Product means any third-party-branded software, data, service, website or product, unless incorporated by Microsoft in a Product.

  • Font Software means software or instructions which, when used on an appropriate device or devices, generates typeface and typographic designs and ornaments. Font Software shall include all Subsets and bitmap representations of typeface and typographic designs and ornaments created by or derived from the Font Software. Font Software includes upgrades or updates (each of which may be provided to you by Monotype in its sole discretion), related files, permitted modifications, permitted copies, and related documentation.

  • Background IP means all IP and IP Rights owned or controlled by Seller prior to the effective date or outside the scope of this Contract.

  • IPR means all intellectual property and proprietary rights throughout the world, including, without limitation, all copyrights, trademarks, trade secrets, patents, moral rights, and other rights protecting data, information or intangible property throughout the world.