Purchase & Contribution Agreement definition

Purchase & Contribution Agreement means that certain Agreement of Purchase, Sale and Contribution, entered into January 15, 2010, by and between Xxxxxxx XX Assisted Living, L.L.C., an Oregon limited liability company constituting the Unitary Sunwest Enterprise designated in the Approval Order of the United States District Court for the District of Oregon dated October 2, 2009, and BRE/SW Portfolio LLC, a Delaware limited liability company, as amended by that certain Amendment No. 1 to Agreement of Purchase and Sale, dated February 12, 2010, and by that certain Amendment No. 2 to Agreement of Purchase, Sale and Contribution, dated March , 2010 (as may be further amended).

Examples of Purchase & Contribution Agreement in a sentence

  • The Company or a Company Subsidiary shall be the holder of all right, title and interest to the “Purchaser” under the Purchase & Contribution Agreement (including the Deposit).

  • The Company and, as applicable, the Company Subsidiaries are authorized and directed to execute and deliver appropriate conveyance instruments in connection with the consummation of the acquisition of the Properties contemplated by the Purchase & Contribution Agreement (the “Conveyance Documents”).

  • The parties will use reasonable efforts to cooperate in order to meet the time deadlines for consents and performances by the Company under the Purchase & Contribution Agreement.

  • This could mean that some supergiant stars in SGXBs exhibit an excess of absorption due to a local absorbing component.

  • BREA shall not enter into any material amendment to the Purchase & Contribution Agreement that shall increase the Purchase Price (or the cash portion thereof) without ESC’s and Columbia’s consent.

  • At all times between the date hereof and the Closing, BREA shall take all actions and make all final decisions relating to the Purchase & Contribution Agreement.

  • Columbia shall not permit any oral modifications or understandings with respect to the Purchase & Contribution Agreement and, without limitation, neither the Company, Columbia nor any of its Affiliates shall deliver to Seller any notice or demand under or in connection with the Purchase & Contribution Agreement that is not previously approved in writing by BREA.

  • BREA shall not permit any oral modifications or understandings with respect to the Purchase & Contribution Agreement and, without limitation, neither the Company, BREA nor any of its Affiliates shall deliver to Seller any notice or demand under or in connection with the Purchase & Contribution Agreement until BREA has consulted with ESC regarding same.

  • Without limiting the foregoing, each of BREA and ESC acknowledges that certain Affiliates of Columbia are lender-participants under the CS-20 Loan and the CS-27 Loan (each, as defined in the Purchase & Contribution Agreement) (such Affiliates, the “Columbia Lender Affiliates”).

  • BREA shall keep ESC and Columbia reasonably informed with respect to all matters related to the Purchase & Contribution Agreement.

Related to Purchase & Contribution Agreement

  • 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.

  • Contribution Agreements has the meaning set forth in the Recitals.

  • Sale and Contribution Agreement means the Sale and Contribution Agreement, dated as of the Closing Date, among the Servicer, the Transferor and the Borrower, as such agreement may be amended, amended and restated, supplemented or otherwise modified from time to time.

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

  • Distribution Agreements means (i) any and all agreements entered into by a Credit Party, pursuant to which such Credit Party has sold, leased, licensed or assigned distribution rights or other exploitation rights to any Item of Product to an un-Affiliated Person, and (ii) any and all agreements hereafter entered into by a Credit Party pursuant to which such Credit Party sells, leases, licenses or assigns distribution rights or other exploitation rights to an Item of Product to an un-Affiliated Person.

  • Allocation Agreement or “Agreement” shall mean this NMTC Program Allocation Agreement between the Fund and the Allocatee and Subsidiary Allocatee, as the case may be, including the Organization Specific Terms and Conditions (Schedule 1) and the General Allocation Terms and Conditions (Schedule 2) and any attachments hereto, as such Agreement may, from time to time, be amended in accordance with its terms.

  • Tax Allocation Agreement means the Tax Allocation Agreement between Corporation and New D&B.

  • Master Funding Agreement means the Master Funding Agreement entered into by the Company and the Secretary of State on 31st October 2013;

  • IDR Transfer Agreement means an agreement to transfer, subject to the terms of Tariff, Part VI, section 237, Incremental Deliverability Rights to a party for the purpose of eliminating or reducing the need for Local or Network Upgrades that would otherwise have been the responsibility of the party receiving such rights. Immediate-need Reliability Project: “Immediate-need Reliability Project” shall have the same meaning provided in the Operating Agreement.

  • Distribution Agreement has the meaning set forth in the recitals to this Agreement.

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

  • Unit Purchase Agreement means the Common Unit and Class B Unit Purchase Agreement, dated as of December 1, 2006, among the Partnership and the purchasers named therein.

  • Asset Transfer Agreement means the asset transfer agreement dated September 12, 2014 between Centurion Real Estate Opportunities Trust and Centurion Apartment REIT pursuant to which Centurion Apartment REIT seeded the initial portfolio of Centurion Real Estate Opportunities Trust.

  • Purchase Contract Agreement has the meaning specified in the Recitals.

  • Master Settlement Agreement means the settlement agreement and related documents entered into on November 23, 1998, by the state and leading United States tobacco product manufacturers.

  • Purchase Contract when used with respect to any Security, means the contract forming a part of such Security and obligating the Company to (i) sell and the Holder of such Security to purchase Common Stock and (ii) pay the Holder Contract Adjustment Payments, if any, on the terms and subject to the conditions set forth in Article Five hereof.

  • Post-Closing Agreement shall have the meaning set forth in Section 8.9.

  • Formation Agreement has the meaning attributed to it in Recital A;

  • Redemption Agreement has the meaning set forth in the Recitals.

  • Payment Agreement means a written agreement which provides

  • Project Funding Agreement means an agreement in the form of Schedule F that incorporates the terms of this Agreement and enables the LHIN to provide one-time or short term funding for a specific project or service that is not already described in Schedule A;

  • Structured settlement agreement means the agreement, judgment, stipulation, or release embodying the terms of a structured settlement.

  • Certificate Purchase Agreement The Purchase Agreement, dated as of [_______], among the Depositor and the Initial Purchasers, relating to the Privately Offered Certificates.

  • Transfer Agreement means the agreement providing for a transfer of structured settlement payment rights.

  • Diversion agreement means a mechanism designed to hold a child accountable for his or her behavior and, if appropriate, securing services to serve the best interest of the child and to provide redress for that behavior without court action and without the creation of a formal court record;

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