Ultimate Resort definition

Ultimate Resort means Ultimate Resort Holdings, LLC, a Delaware limited liability company.
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Examples of Ultimate Resort in a sentence

  • Secure and the Initial Members acknowledge and agree that in connection and contemporaneously, Ultimate Resort will transfer 3,123,797 Retained Units to JDI and thereafter JDI shall become a Member of the Company and Secure and the Initial Members consent to such transfer and admission.

  • So long as any of the Obligations remains outstanding, the Members shall cause the Company at all times to have at least one (1) Independent Manager who will be appointed by Ultimate Resort.

  • Schedule I also sets forth the number of Units owned by the Initial Members (and JDI after the consummation of the JDI Ultimate Resort Redemption) in consideration for the Capital Contributions previously made by them as of the date of this Agreement (the “Retained Units”, however, it being explicitly understood that the term “Retained Units” for the purposes of Section 3.6(c) below and the Escrow Agreement shall mean 7,178,841 Units).

  • In connection with the JDI Ultimate Resort Redemption and the receipt by JDI of the JDI Units, Secure acknowledges and agrees that JDI shall be entitled to the rights conferred under the Registration Rights Agreement.

  • The Initial Members and JDI may be entitled to receive additional Units in accordance with the provisions of Section 3.6. Pursuant to the Escrow Agreement, 717,884 of the Retained Units are being deposited by the Initial Members and JDI (with Ultimate Resort depositing 358,186 Units, JDI depositing 302,267 Units and PE depositing 57,431 Units) in the account specified in the Escrow Agreement (the “Escrowed Indemnification Units”).

  • The Members acknowledge and agree that there are certain rights granted with respect to the Company’s assets to certain members of Ultimate Resort, LLC, a Florida limited liability company (“UR”) pursuant to Section 3.7 of that certain Amended and Restated Operating Agreement of UR dated as of March 9, 2007 (the “UR Member Rights”).

  • In connection with its receipt of the JDI Units and admission to the Company JDI acknowledges and agrees (i) that it will vote any and all Public Company Shares that it may own in accordance with the terms of that certain Voting Agreement dated as of the date hereof among Ultimate Resort, PE and the other parties thereto the form of which was attached as an exhibit to the Contribution Agreement, (ii) that it consents to the appointment of ▇▇▇▇▇ ▇.

  • THIS ASSIGNMENT AND ASSUMPTION OF LEASE AGREEMENT (this “Agreement”) is entered into as of October 29, 2009 (the “Effective Date”) by and among La Mirada Plaza, LLC, a Florida limited liability company (the “Landlord”), Ultimate Resort, LLC, a Delaware limited liability company (“Assignor”) and Ultimate Escapes, LLC, a Delaware limited liability company (“Assignee”).

  • Additionally, Executive shall continue to be entitled to two (2) lifetime memberships (ELITE Platinum and SIGNATURE Platinum memberships) in the Ultimate Escapes luxury destination clubs, as set forth in Schedule 6.1(a) (UR Member Club Facilities Usage Rights Summary) of the Ultimate Resort Holdings, LLC Operating Agreement, dated April 30, 2007.

  • Secure, Ultimate Resort Holdings, LLC, a Delaware limited liability company, the Company, and the Member Representative are parties to a Contribution Agreement dated as of September 2, 2009 (the “ Contribution Agreement ”), pursuant to which Secure has agreed to contribute a minimum of $20,000,000 to the Company in return for membership interests in the Company.

Related to Ultimate Resort

  • Master Tenant means any entity approved by HUD now or hereafter leasing the Healthcare Facility pursuant to a Master Lease.

  • Supplier of Last Resort means a supplier who is designated by a Member State to take over the supply of electricity to customers of a supplier which has ceased to operate;

  • Resort Site means those parts of Burswood Island as are-

  • Construction Contractor means a person who undertakes to or offers to undertake to, or purports to have the capacity to undertake to, or submits a bid to, or does himself or by or through others, construct, alter, repair, add to, subtract from, improve, move, wreck, or demolish any building, highway, road, railroad, excavation, or other structure, project, development, or improvement to real property, or to do any part thereof. "Construction contractor" includes subcontractors, specialty contractors, prime contractors, and any person receiving consideration for the general supervision and/or coordination of such a construction project except for remediation contracting. This definition shall govern without regard to whether or not the construction contractor is acting in fulfillment of a contract.

  • Lease Agreement means the bargain, with respect to the lease, of the lessor and the lessee in fact as found in their language or by implication from other circumstances including course of dealing or usage of trade or course of performance as provided in this article. Unless the context clearly indicates otherwise, the term includes a sublease agreement.