Northern Members definition

Northern Members means the members of the Northern Affiliates holding any interest in the Northern Properties prior to Closing, as more particularly identified, with each of their respective “Northern Membership Interests,” on schedules delivered by Northern at closing. “Northern Member” shall mean any one (1) of the Northern Members.

Examples of Northern Members in a sentence

  • Because the contribution of the Contributed Interests may cause certain Northern Affiliates to terminate for federal income tax purposes under Section 708(b) of the Code, the parties to this Agreement agree that the Contribution Agreement with respect to the Northern Properties shall provide that the Northern Members shall have the right and obligation to file any final tax returns for such Northern Affiliates.

  • The parties acknowledge that, except to the extent that any or all of Northern and the Northern Members receive any cash in consideration for the Contributed Interests or the Contributed Assets, the parties intend for the transfer of the Contributed Interests and the Contributed Assets in exchange for Limited Partnership Interests to result in no current recognition (i.e., a deferral) of gain or loss for federal income tax purposes pursuant to Section 721 (such treatment, the “Intended Tax Treatment”).

  • This Agreement is for the benefit only of the parties hereto, the Northern Affiliates, the Northern Members, the UPREIT and their respective nominees, successors, beneficiaries and permitted assignees and no other person or entity shall be entitled to rely hereon, receive any benefit herefrom or enforce against any party hereto any provision hereof.

  • Title to the Northern Properties at Closing shall be good and marketable and as such will be insured by the Title Insurance Company at regular rates for regular risks, with such endorsements as the Northern Members shall reasonably require.

  • The parties shall cooperate in all reasonable respects with Northern and the Northern Members to facilitate such treatment.

Related to Northern Members

  • Class B Members means any Persons to whom Class B Membership Units are issued, and any assignee or transferee of such Persons permitted under the terms of this Agreement, and any other Person admitted to the Company in the future as a Class B Member pursuant to the terms hereof. The names of the Class B Members, and the Percentage Interests allocated to each such Class B Member, shall be reflected in the books and records of the Company.

  • Common Member means a Member holding Common Units.

  • Team Members means the members of the Team, jointly and severally;

  • Members means all such Persons.

  • New Members As Defined By the Public Employees’ Pension Reform Act of 2013 (PEPRA)

  • Plan Member means each Member any of the assets of which are subject to any Plan Governing Law.

  • Associate Members means the individuals or firms which have agreed to Joint Venture in connection with the Project;

  • Association Member means an owner or a member of an association.

  • Class A Members means those Members who have purchased Class A Interests.

  • Limited Partners means all such Persons.

  • Committee Members means persons formally appointed by the Board to sit on or to chair specific committees.

  • General Partners means all such Persons.

  • Founding Members means the collective reference to American Multi-Cinema, Inc., a Missouri corporation, Cinemark Media, Inc., a Delaware corporation, and Regal CineMedia Holdings, LLC, a Delaware limited liability company.

  • General Partner has the meaning set forth in the Preamble.

  • Class B Limited Partner means any Person executing (by power of attorney or otherwise) this Agreement as of the date hereof as a Class B Limited Partner or hereafter admitted to the Partnership as a Class B Limited Partner as herein provided, but shall not include any Person who has ceased to be a Class B Limited Partner in the Partnership.

  • Class B Member means a Member holding one or more Class B Ordinary Shares.

  • Household members means those persons who reside in the same home, who have reciprocal duties to and do provide financial support for one another. This term shall include xxxxxx children and legal wards even if they do not live in the household. The term does not include persons sharing the same general house, when the living style is primarily that of a dormitory or commune;

  • Unit Holders means all Unit Holders.

  • non-member means a person (national or overseas) who is not a member of the Teaching Service e.g. new graduate, new overseas recruit, resigned teacher etc..

  • General partnership means an organization formed under chapters 45-13 through 45-21.

  • GP means Gottbetter & Partners, LLP.

  • Initial Members means those Persons whose names are set forth in the first sentence of this Agreement. A reference to an “Initial Member” means any of the Initial Members.

  • Class A Limited Partner means EPCO Holdings, Inc., a Delaware corporation, and its successors and assigns.