Investment; Formation of Pep LLC Sample Clauses

Investment; Formation of Pep LLC. Section 9.10 of the Loan Agreement is hereby amended to add the following section “(t)” thereto: “and (t) notwithstanding the provisions of Section 9.10(g) hereof, Pep Boys may form Pep LLC, a single member limited liability company (“Pep LLC”), and contribute the Florida Real Property thereto; provided, that, each of the following conditions is satisfied: (i) Agent shall have received at least two (2) days prior to such formation, copies of the formation documents and the limited liability company agreement, and any such other documentation as Agent may request, (ii) on the date of such formation and after giving effect thereto, no Event of Default shall have occurred and be continuing, (iii) no investment, loan, payments or otherwise shall be made by any Borrower or Guarantor in or to Pep LLC, on the date of formation of such Subsidiary or thereafter other than the contribution of the Florida Real Property, and except payments of rent to Pep LLC in respect of the Florida Real Property, in accordance with the applicable lease, as permitted herein, after the consummation of the sale permitted in Section 9.7(b)(vii) hereof, and (iv) Agent shall have received a Collateral Access Agreement executed by Pep LLC, in form and substance satisfactory to Agent. Agent may at its option require Pep LLC to comply with the requirements set forth in Section 9.10(g)(i) hereof upon the earlier to occur of (i) an Event of Default hereunder or (ii) January 31, 2006 so long as upon the happening of either event, the sale contemplated by Section 9.7(b)(vii) hereof has not occurred.”
Sample 1
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Related to Investment; Formation of Pep LLC

  • Formation of Partnership The Partnership was formed on August 3, 2018 pursuant to the provisions of the Delaware Act.

  • Organization Documents; Fiscal Year; Legal Name, State of Formation and Form of Entity (a) Amend, modify or change its Organization Documents in a manner adverse to the Lenders.

  • Certain Accounting Changes; Organizational Documents (a) Change its Fiscal Year end, or make any change in its accounting treatment and reporting practices except as required by GAAP, as set forth in Section 13.9 or as recommended by the Securities Exchange Commission or the Public Company Accounting Oversight Board or (b) amend, modify or change its articles of incorporation (or corporate charter or other similar organizational documents) or amend, modify or change its bylaws (or other similar documents) in any manner adverse in any respect to the rights or interests of the Lenders.

  • Ratification of Partnership Agreement Except as expressly modified and amended herein, all of the terms and conditions of the Partnership Agreement shall remain in full force and effect.

  • Accounting Changes; Organizational Documents (a) Change its Fiscal Year end, or make (without the consent of the Administrative Agent) any material change in its accounting treatment and reporting practices except as required by GAAP.

  • Formation of Joint Venture The Venturers have formed the Venture for the limited purposes and scope set forth below and hereby amend, restate and incorporate the terms of all prior agreements between them.

  • Incorporation of Separation Agreement Provisions The following provisions of the Separation Agreement are hereby incorporated herein by reference, and unless otherwise expressly specified herein, such provisions shall apply as if fully set forth herein (references in this Section 10.6 to an “Article” or “Section” shall mean Articles or Sections of the Separation Agreement, and references in the material incorporated herein by reference shall be references to the Separation Agreement): Article V (relating to Exchange of Information; Confidentiality); Article VI (relating to Additional Covenants and Other Matters); Article VII (relating to Mutual Releases; Indemnification); Article VIII (relating to Termination); Article IX (relating to Dispute Resolution); and Article X (relating to Miscellaneous).

  • Governing Agreement The Assigned Transaction and the Confirmation shall form a part of, and be subject to, the ISDA Master Agreement dated as of September 29, 2006, as amended or supplemented from time to time (the "New Master Agreement"), between Assignee and Remaining Party. The Confirmation shall form a part of, and be subject to, the New Master Agreement.

  • Due Formation The Company is a company duly incorporated as an exempted company with limited liability, validly existing and in good standing under the laws of the Cayman Islands. The Company has all requisite power and authority to carry on its business as it is currently being conducted.

  • Pricing Instrument; Execution and Incorporation of Terms The parties hereto will enter into this Indenture by executing the Pricing Instrument. By executing the Pricing Instrument, the Indenture Trustee, the Registrar, the Transfer Agent, the Paying Agent, the Calculation Agent and the Trust hereby agree that the Indenture will constitute a legal, valid and binding agreement between the Indenture Trustee, the Registrar, the Transfer Agent, the Paying Agent, the Calculation Agent and the Trust. All terms relating to the Trust or the Notes not otherwise included herein will be as specified in the Pricing Instrument or Pricing Supplement, as indicated herein.

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