Binding LOI definition

Binding LOI means a validly executed and enforceable letter of intent between Xxxxxx and the Proposed Xxxxxx Transferee that contains binding terms and provisions addressing: (i) the description of all the rights and interests to the be transferred by Xxxxxx to Proposed Xxxxxx Transferee, (ii) the ROFR Offered Price, the deposit required from Proposed Xxxxxx Transferee and whether the transaction is subject to any seller financing, (iii) any non-customary closing prorations or apportionments, (iv) liabilities to be assumed by Proposed Xxxxxx Transferee and those to be retained by Xxxxxx, if any, (v) indemnities to be given by each of Xxxxxx and the Proposed Xxxxxx Transferee, (v) all material closing conditions, (vi) any due diligence or other contingencies, (vii) the Offer Closing Date, (viii) the survival of any representations, warranties, covenants, liabilities or obligations and any deductibles and/or caps on liability and (ix) any other material terms or conditions of the proposed transaction.
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Binding LOI has the meaning set out in the preamble; “Blueberries” has the meaning set out in the preamble;
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Binding LOI means that Binding Term Sheet dated October 10, 2018 between MedMen and the Company.
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Examples of Binding LOI in a sentence

  • The Receiver and/or the Broker may request clarification of the terms of any Non-Binding LOI and, for greater certainty, may hold clarifying discussion with any Bidder regarding its Non-Binding LOI, including to request that such Bidder submit a revised and clarified Non-Binding LOI, provided the initial Non- Binding LOI was submitted by the Initial Bid Deadline.

  • All capitalized terms used herein but not otherwise defined herein shall have the meaning ascribed to them in the Binding LOI.

  • To the extent of any conflict between the terms of this Amendment and the terms of the Binding LOI, the terms of this Amendment shall control.

  • Except as modified by this Amendment, the Binding LOI shall continue in full force and effect in accordance with its terms.

  • Reference is made to the Fanling Project Management Agreement, the TCS Project Management Agreement and the TCS Prime Cost Contract executed on 15 March 2011, details of which were disclosed in the 2011 Announcement; and the Binding LOI executed on 3 February 2012, details of which were disclosed in the 2012 Announcement.

  • The Proposed Binding LOI addresses the basic terms and conditions of proposed transactions to be consummated in connection with the Debtor’s emergence from bankruptcy under which the Debtor will acquire from Savant the regulatory and non-intellectual property assets and obtain an exclusive license from Savant of the intellectual property assets, in each case of the worldwide rights in and relating to benznidazole for human use.

  • Despite the change in cap amounts for the Substructure Contract Sums payable by Jet Legend to Granbo per year as illustrated above, the aggregate cap amounts for the entire term of the Binding LOI remains the same as the aggregate cap amounts published in the 2012 Announcement.

  • Further, the Board also anticipates that the maximum annual aggregate amounts of the Substructure Contract Sums payable under the Binding LOI for the financial year ended 31 December 2012 and the financial year ending 31 December 2013 would also have to be revised.

  • This Agreement supersedes any and all previous correspondence, agreements or understandings between the Parties, including the Binding LOI and the Optim LOI.

  • Under the terms of the Binding LOI, the Purchase Price (“Substance Purchase Price”), is comprised of the following: - 12 month earn-out based on revenues (“Earn Out”); and,- Milestone Bonuses (“Milestone Bonuses”).The Earn Out will be 1.3 times the trailing 12-months revenue of Substance for the period ending 12 months post- closing of the acquisition, using a 30-day volume weighted average price of the Company on the Canadian Securities Exchange.


More Definitions of Binding LOI

Binding LOI means the Letter of Intent between Seller and the Purchaser dated December 15, 2004.
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Binding LOI has the meaning set out in the Recitals.
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Binding LOI means a binding letter of intent between CLM and Lorne Warren dated June 24, 2019 with respect to the option to acquire a 100% interest in the Foremore claims located in the Liard Mining Division in northwestern, British Columbia, which Binding LOI forms a part of the Assets;
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Binding LOI means a binding letter of intent between Crystal Lake and Lorne Warren dated June 24, 2019, as amended on November 12, 2019 (the “Amended Binding LOI”), with respect to the option to acquire a 100% interest in the 35 mineral claims covering 14,585 ha comprising the Foremore Property located in the Liard Mining Division in northwestern, British Columbia, which Binding LOI forms a part of the Assets.
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Binding LOI. This LOI constitutes a binding and valid agreement on the part of Landlord and Tenant.
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Related to Binding LOI

  • Initial LLC Agreement has the meaning set forth in the recitals to this Agreement.

  • Letter of Intent means the intimation by a letter / email / fax to the bidder that the tender has been accepted in accordance with provision contained in that letter. The responsibility of the contractor commences from the date of issue of this letter and all the terms and conditions of contract are applicable from this date.

  • Acceptable Confidentiality Agreement means a confidentiality agreement that contains provisions that are no less favorable in the aggregate to the Company than those contained in the Confidentiality Agreements; provided, that such agreement and any related agreements shall not include any provision calling for any exclusive right to negotiate with such party or having the effect of prohibiting the Company from satisfying its obligations under this Agreement.

  • Shareholder Agreement has the meaning set forth in the Recitals.

  • Existing Confidentiality Agreement shall have the meaning set forth in Section 6.6.

  • Sponsor Letter Agreement has the meaning set forth in the recitals to this Agreement.

  • Original LLC Agreement has the meaning set forth in the recitals to this Agreement.

  • letter agreement constitutes a Confirmation" as referred to in the ISDA Master Agreement specified below. The definitions and provisions contained in the 2000 ISDA Definitions, as supplemented by the Annex to the 2000 ISDA Definitions, each published by the International Swaps and Derivatives Association, Inc. (collectively, the "Definitions"), are incorporated in this Confirmation. In the event of any inconsistency between those Definitions and this Confirmation, this Confirmation will govern.

  • Shareholder Agreements has the meaning set forth in the recitals to this Agreement.

  • Existing LLC Agreement is defined in the recitals to this Agreement.

  • Member Agreement means collectively the Membership and Account Agreement and any other account information provided to you by us from time to time.

  • unanimous shareholder agreement means either: (i) a lawful written agreement among all the shareholders of the Corporation, or among all the shareholders and one or more persons who are not shareholders; or (ii) a written declaration of the registered owner of all of the issued shares of the Corporation; in each case, that restricts, in whole or in part, the powers of the directors to manage, or supervise the management of the business and affairs of the Corporation, as from time to time amended.

  • Termination Agreement has the meaning set forth in the Recitals.

  • Confidentiality Agreement has the meaning set forth in Section 6.3.

  • Admission Agreement An admission agreement in the form available on the Civil Service Pensions website immediately prior to the Relevant Transfer Date to be entered into by the Supplier where it agrees to participate in the Schemes in respect of the Services;

  • Confidentiality Agreements has the meaning set forth in Section 5(d).

  • this Agreement “hereof” and “hereunder” refer to this Agreement whether in its original form or as from time to time added to varied or amended.

  • Voting Agreement has the meaning set forth in the Recitals.

  • Agreement and Plan of Merger has the meaning set forth in the first recital above.

  • representation agreement means the written agreement between a money transfer service provider and a representative of the money transfer service provider that states the terms on which the representative offers the money transfer service within Australia;

  • Letter of Intent (LOI means an intimation by a letter to Bidder that their Tender has been accepted in accordance with the provisions contained in the letter and hence to take preparatory steps and compliance of formalities to commence the work from the date desired by Owner.

  • Previous Agreement has the meaning assigned to such term in the Recitals.

  • Settlement Agreement means this agreement, including the recitals and schedules.

  • Hire Agreement means every agreement between Access and the Hirer for the hire of Equipment (whether signed or not) including a Hire Docket, all of which will be deemed to include:

  • Sponsor Management Agreement means the Management Agreement between certain of the management companies associated with the Sponsors and the Borrower.