RCPI definition
Examples of RCPI in a sentence
THIS LEASE is made as of the 4th day of December, 1997, between RCPI TRUST, a Delaware business trust having an office c/o Tishman Speyer Properties, L.P., ▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ (“Landlord”), and RADIO CITY PRODUCTIONS LLC, a Delaware limited liability company having an office at 1260 Avenue of the Americas, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ (“Tenant”).
Tenant hereby acknowledges and agrees that it is aware of the complaint letter, dated February 9, 1995 from the United States Department of Justice to Proskauer, ▇▇▇▇ ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇▇ (the “DOJ Letter”) relating to certain violations of ADA by RCPI.
Each of Parent, Sub, GSMC and each of the Investors shall have performed in all material respects all obligations and agreements and complied in all material respects with all covenants and conditions contained in this Agreement to be performed and complied with by it at or prior to the Closing Date, and RCPI shall have received a certificate of Parent dated the Closing Date and signed by an officer of Parent certifying, to the knowledge of Parent, the fulfillment of this condition.
None of Parent, Sub, RCPI or the Exchange Agent shall be liable to any Person in respect of any Merger Consideration delivered to a public official pursuant to any applicable abandoned property, escheat or similar law.
Concurrently with the execution of this Agreement, RCPI shall execute a release substantially in the form of Exhibit B.
For the avoidance of doubt, RGHL shall not be liable to any member of the RCPI Group for any failure of any determination under this Section 5(b) to be accurate under Applicable Law, provided such determination was made in good faith.
In accordance with the DGCL, all of the rights, privileges, powers, immunities, purposes and franchises of RCPI and Sub shall vest in the Surviving Company, and all of the debts, liabilities, obligations and duties of RCPI and Sub shall become the debts, liabilities, obligations and duties of the Surviving Company.
RCPI shall give Parent and its Agents reasonable access during normal business hours to all of the facilities, properties, books, Contracts, commitments and records of RCPI and shall make the officers of RCPI available to Parent and its Agents as Parent shall from time to time reasonably request pursuant to reasonable notice.
RCPI is not subject to any order, judgment, decree, injunction, stipulation or consent order specifically naming RCPI of any court or other Governmental Entity.
On the Closing Date (or on such other date as Parent and RCPI may agree), Parent, Sub and RCPI shall cause a Certificate of Merger (the "Certificate of Merger") to be executed and filed with the Secretary of State of the State of Delaware in accordance with the relevant provisions of the DGCL and shall make all other filings or recordings required under the DGCL.