CWI Contribution Sample Clauses

CWI Contribution. The first sentence of Section 2.5 of the Agreement is hereby deleted in its entirety and replaced with the following: “At Closing, the CWI Members shall contribute One Hundred Seventy-Nine Million Dollars ($179,000,000) (such sum, as adjusted pursuant to the terms of this Agreement and less the Good Faith Deposit) (the “CWI Contribution”) in cash to the Company, in exchange for the CWI Members receiving a 95.40% interest (as such percentage may increase or decrease based upon the final capitalization of the Company) in the Company (the “CWI Membership Interests”).”
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CWI Contribution. Upon the terms and subject to the conditions set forth in this Agreement, CWI hereby covenants and agrees to fund to the Venture a cash contribution in the amount of approximately Eight Million Three Hundred Forty-Five Thousand Three Hundred Five and 49/100 Dollars ($8,345,305.49), as determined based on the underwriting of the Property (as mutually agreed upon by the Parties) and the final determination of capital requirements for the Hotel as set forth in the Closing Statement (collectively, the “CWI Capital Contribution”). In addition to the CWI Capital Contribution, CWI agrees to reimburse Pacific, as of the Closing, the following amounts which have been previously funded by Pacific: (i) Thirty Thousand Dollars ($30,000) as reimbursement for funds deposited by Pacific with CWI; (ii) One Hundred Thousand Dollars ($100,000) previously deposited with OWB in connection with the contemplated modification of the Existing Loan; and (iii) Seventy Thousand Dollars ($70,000) for attorneys’ fees and other costs of Pacific actually incurred in connection with the drafting and negotiations of this Agreement, the LLC Agreement, the Operating Lease, the New Franchise Agreement, that certain new Management Agreement dated as of the date hereof by and between TRS and New Manager (the “New Management Company”), the Restructured Loan and all other transactions and other agreements contemplated hereunder.
CWI Contribution. At Closing, the CWI Members shall contribute One Hundred Seventy-Nine Million Dollars ($179,000,000) (such sum, as adjusted pursuant to the terms of this Agreement and less the Good Faith Deposit) (the “CWI Contribution”) in cash to the Company, in exchange for the CWI Members receiving a 95.39% interest (as such percentage may increase or decrease based upon the final capitalization of the Company) in the Company (the “CWI Membership Interests”). Immediately following the CWI Contribution, CWI shall cause the CWI Contribution along with the Good Faith Deposit less Four Million Dollars ($4,000,000) to be immediately distributed to WPPI by wire transfer to an account designated in writing by WPPI. Notwithstanding the foregoing, the Parties hereto agree that, for income tax purposes, CWI shall be considered to acquire from WPPI all right, title and interest in the Property for a purchase price equal to One Hundred Seventy-Five Million Dollars ($175,000,000) plus a Four Million Dollars ($4,000,000) contingent installment note payable in accordance with the provisions of the Amended LLC Agreement relating to the net operating income shortfall (the “Purchase Price”). The Parties agree that for income tax purposes the Company shall be treated as a partnership between the CWI Members and WPPI shall not be treated as a partner.

Related to CWI Contribution

  • The Contribution 4.1 The Minister will make a non-repayable Contribution to the Recipient in respect of the Project in an amount not exceeding the lesser of (a) and (b) as follows:

  • Employer Contribution (a) An Employer contribution for health and dental benefits will only be made for each active employee who has at least eighty (80) paid regular hours in a month and who is eligible for medical insurance coverage, unless otherwise required by law.

  • Retirement Contribution The State shall, as permitted by 5 M.R.S.A. §17702 §§s5 and 6, pay the cost of the 6.5% or 7.5% retirement contribution for employees in the following classifications. Corrections Firearms Instructor Oil & Hazardous Material Responder I Oil & Hazardous Material Responder II

  • Catch-Up Contributions In the case of a Traditional IRA Owner who is age 50 or older by the close of the taxable year, the annual cash contribution limit is increased by $1,000 for any taxable year beginning in 2006 and years thereafter.

  • Initial Contribution The member agrees to make an initial contribution to the Company of $____________.

  • Retirement Contributions On behalf of employees, the State will continue to “pick up” the six percent (6%) employee contribution, payable pursuant to law. The parties acknowledge that various challenges have been filed that contest the lawfulness, including the constitutionality, of various aspects of PERS reform legislation enacted by the 2003 Legislative Assembly, including Chapters 67 (HB 2003) and 68 (HB 2004) of Oregon Laws 2003 (“PERS Litigation”). Nothing in this Agreement shall constitute a waiver of any party’s rights, claims or defenses with respect to the PERS Litigation.

  • Company Contributions (a) For employees hired, rehired or who become covered under the CWA 3176 Agreement through any means before January 1, 2016, the Company shall contribute a Company Matching Contribution equal to 25 percent of the Participant’s Contribution up to a maximum of 6 percent of eligible wage.

  • Matching Contributions The Employer will make matching contributions in accordance with the formula(s) elected in Part II of this Adoption Agreement Section 3.01.

  • Contribution Payment To the extent the indemnification provided for under any provision of this Agreement is determined (in the manner hereinabove provided) not to be permitted under applicable law, the Company, in lieu of indemnifying Indemnitee, shall, to the extent permitted by law, contribute to the amount of any and all Indemnifiable Liabilities incurred or paid by Indemnitee for which such indemnification is not permitted. The amount the Company contributes shall be in such proportion as is appropriate to reflect the relative fault of Indemnitee, on the one hand, and of the Company and any and all other parties (including officers and directors of the Company other than Indemnitee) who may be at fault (collectively, including the Company, the "Third Parties"), on the other hand.

  • Allocation of Contributions You may place your contributions in one fund or in any combination of funds, although your employer may place restrictions on investment in certain funds.

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