Tax Receivable Agreement means that certain Tax Receivable Agreement, dated as the date of the Effective Date, by and among the Corporation and the Company, on the one hand, and the TRA Holders (as such term is defined in the Tax Receivable Agreement) party thereto, on the other hand (together with any joinder thereto from time to time by any successor or assign to any party to such agreement) (as it may be amended from time to time in accordance with its terms).
Tax Receivable Agreements means this Agreement and any Post-IPO TRA.
Transaction Agreement has the meaning set forth in the recitals.
Master Transaction Agreement has the meaning set forth in the recitals.
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.
Sharing Agreement means a local marketing, joint sales, shared services or similar Contract.
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.
Reorganization Agreement has the meaning set forth in the recitals.
Equity Contribution Agreement means the Equity Contribution Agreement, to be dated as of the Closing Date, by and among Guarantor, Borrower and Administrative Agent.
Formation Transactions means the transactions contemplated by this Agreement and the other Formation Transaction Documentation.
Asset Sale Agreement means that certain Asset Sale Agreement between Buyer and Seller, dated as of the date hereof.
Co-financing Agreement means the agreement to be entered into between the Recipient and the Co-financier providing for the Co-financing.
Structured settlement agreement means the agreement, judgment, stipulation, or release embodying the terms of a structured settlement.
Deferred Intercompany Transaction has the meaning set forth in Treas. Reg. Section 1.1502-13.
Bank Merger Agreement has the meaning set forth in Section 6.10.
Restructuring Agreement shall have the meaning set forth in the recitals.
Tax Allocation Agreement means the Tax Allocation Agreement between Corporation and New D&B.
Subsequent Transfer Agreement A Subsequent Transfer Agreement substantially in the form of Exhibit P hereto, executed and delivered by the Sellers, the Depositor and the Trustee as provided in Section 2.01(d).
Share Exchange Agreement has the meaning specified in the Recitals.
Netting agreement means a netting agreement, master netting agreement or other similar document having the same effect as a netting agreement or master netting agreement and, as applicable, any collateral annex, security agreement or other similar document related to any master netting agreement or Permitted Contract.
Tax Sharing Agreement means all existing agreements or arrangements (whether or not written) binding the Company or any of its Subsidiaries that provide for the allocation, apportionment, sharing or assignment of any Tax liability or benefit, or the transfer or assignment of income, revenues, receipts, or gains for the purpose of determining any person’s Tax liability (excluding any ordinary course agreement the principal purposes of which does not relate to Taxes).
Merger Transactions means the Merger and the other transactions relating thereto or contemplated by the Merger Agreement.
Contribution Agreement has the meaning set forth in the Recitals.
Reorganization Transactions shall have the meaning set forth in the recitals.
Reorganization Transaction see clause (d) of the definition of “Change of Control.”
Distribution Transaction means any distribution of equity securities of a Subsidiary of the Company to holders of Common Stock, whether by means of a spin-off, split-off, redemption, reclassification, exchange, stock dividend, share distribution, rights offering or similar transaction.