Monarch Acquisition Agreements definition

Monarch Acquisition Agreements means that certain (i) Membership Interest Purchase Agreement, dated as of December 5, 2022, by the Borrower, as “Buyer” and Monarch Capital Holdings, LLC, as “Seller” (together with any amendment, restatement, supplement or other modification thereto, or any waiver or consent thereunder prior to the Third Amendment Effective Date to the extent disclosed to the Agent and the Lenders prior to the Third Amendment Effective Date and together with any amendment, restatement, supplement or other modification thereto, and/or any waiver or consent thereunder after the Third Amendment Effective Date to the extent permitted by this Agreement and without giving effect hereunder to any amendments, restatements, supplements or other modifications thereto, or any waivers or consents thereunder after the Third Amendment Effective Date (or prior to the Third Amendment Effective Date to the extent not disclosed to the Agent and the Lenders prior to the Third Amendment Effective Date), that are materially adverse to the Lenders without the consent of the Required Lenders) and (ii) Real Property Purchase and Sale Agreement, dated as of December 5, 2022, by the Borrower, as “Buyer” and DPW Investments, LLC, as “Seller” (together with any amendment, restatement, supplement or other modification thereto, or any waiver or consent thereunder prior to the Third Amendment Effective Date to the extent disclosed to the Agent and the Lenders prior to the Third Amendment Effective Date and together with any amendment, restatement, supplement or other modification thereto, and/or any waiver or consent thereunder after the Third Amendment Effective Date to the extent permitted by this Agreement and without giving effect hereunder to any amendments, restatements, supplements or other modifications thereto, or any waivers or consents thereunder after the Third Amendment Effective Date (or prior to the Third Amendment Effective Date to the extent not disclosed to the Agent and the Lenders prior to the Third Amendment Effective Date), that are materially adverse to the Lenders without the consent of the Required Lenders).
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Monarch Acquisition Agreements has the meaning given to such term in the Second Amendmentmeans, collectively, the Monarch Membership Interest Acquisition Agreement and the Monarch Real Property Purchase Agreement.
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Monarch Acquisition Agreements means, collectively, the Monarch Membership
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Examples of Monarch Acquisition Agreements in a sentence

  • The representations and warranties made in the Monarch Acquisition Agreements by the Borrower and, to the best knowledge of the Borrower, by the sellers thereunder, are true and correct in all material respects on and as of the Effective Date as though made on and as of such date.

Related to Monarch Acquisition Agreements

  • Acquisition Agreements means the Nexstar Acquisition Agreement and the Mission Acquisition Agreement, and “Acquisition Agreement” means the applicable agreement in the context used.

  • Company Acquisition Agreement has the meaning set forth in Section 5.04(a).

  • Alternative Acquisition Agreement shall have the meaning set forth in Section 6.5(c).

  • Acquisition Agreement means a letter of intent, agreement in principle, merger agreement, acquisition agreement, option agreement or other similar agreement.

  • Investment Agreements or “Flow-Through Agreements” means written agreements pursuant to which the Partnership will subscribe for Flow-Through Shares (including Flow-Through Shares issued as part of a unit) or agreements by the Partnership to otherwise invest in or purchase securities of a Resource Issuer, and in respect of Flow-Through Shares comprised of units, the Resource Issuer will covenant and agree:

  • Equity Agreements has the meaning set forth in Section 5.1.

  • Equity Contribution Agreement means the Equity Contribution Agreement, to be dated as of the Closing Date, by and among Guarantor, Borrower and Administrative Agent.

  • Investment Agreement shall have the meaning set forth in the Recitals hereto.

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

  • 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.

  • Asset Management Agreement means, as the context requires, any agreement entered into between a Series and an Asset Manager pursuant to which such Asset Manager is appointed as manager of the relevant Series Assets, as amended from time to time.

  • Restructuring Agreement shall have the meaning set forth in the recitals.

  • Parent Agreement has the meaning given to it in Clause 12;

  • Investment Management Agreement means the Investment Management Agreement, dated as of the date hereof, by and between the Investment Manager and the Borrower.

  • Specified Acquisition Agreement Representations means such of the representations and warranties in the Acquisition Agreement made by the Acquired Company with respect to the Acquired Company and its subsidiaries as are material to the interests of the Lenders, but only to the extent that the Borrower (and/or its applicable Affiliate) has the right to terminate its and/or such Affiliate’s obligations under the Acquisition Agreement as a result of a breach of such representations in the Acquisition Agreement.

  • Co-financing Agreement means the agreement to be entered into between the Recipient and the Co-financier providing for the Co-financing.

  • Agreement and Plan of Merger has the meaning set forth in the first recital above.

  • Contribution Agreement means that certain Contribution and Conveyance Agreement, dated as of the Closing Date, among the General Partner, the Partnership, the Operating Partnership and certain other parties, together with the additional conveyance documents and instruments contemplated or referenced thereunder, as such may be amended, supplemented or restated from time to time.

  • Hotel Management Agreement means any management agreements between a Hotel Management Company and Lessee and/or Landlord, as applicable, as such management agreements are amended from time to time for the Hotel.

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

  • Definitive Acquisition Agreement means any definitive written agreement entered into by the Company that is conditioned on the approval by the holders of not less than a majority of the outstanding shares of Common Stock at a meeting of the stockholders of the Company with respect to (i) a merger, consolidation, recapitalization, reorganization, share exchange, business combination or similar transaction involving the Company or (ii) the acquisition in any manner, directly or indirectly, of more than 50% of the consolidated total assets (including, without limitation, equity securities of its subsidiaries) of the Company and its Subsidiaries.

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

  • Original Financing Agreement means the development credit agreement for a Social Investment Program Project between the Recipient and the Association, dated April 7, 2003, as amended to the date of this Agreement (Credit No. 3740-BD).

  • Existing Management Agreement means that certain management agreement between the Seller and the Existing Manager for the operation and management of the Hotel.

  • Plan of Merger has the meaning set forth in Section 2.2.