Second A&R LLC Agreement definition

Second A&R LLC Agreement has the meaning set forth in the recitals to this Agreement.
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Second A&R LLC Agreement has the meaning set forth in the preamble hereof.
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Second A&R LLC Agreement means the Second Amended and Restated Limited Liability Company Agreement of DOH GP, attached hereto as Exhibit B.
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Examples of Second A&R LLC Agreement in a sentence

  • In the event of any conflict between the terms, covenants, and conditions of the Purchase Agreement as amended by this First Amendment and the Second A&R LLC Agreement, the Purchase Agreement as amended by this First Amendment shall govern, except as to any Company management procedures, in which case the Second A&R LLC Agreement shall govern.

  • This Agreement amends and restates in its entirety and supersedes the Second A&R LLC Agreement, which shall have no further force or effect on and after the Effective Time.

  • Seller and Purchaser agree that the put option set forth in Section 8.3 of the A&R LLC Agreement is canceled and deleted in its entirety pursuant to the Second A&R LLC Agreement.

  • Without limiting the foregoing, during the Interim Period, without the consent of the Zaki Member, there will be no amendment to the Second A&R LLC Agreement, the Company will not issue any additional Series A Units or other Membership Interests or Membership Interest Equivalents, and the Company will not take any action that would require the approval of a Supermajority-in-Interest or the approval of IFC under the Amended Operating Agreement if the Amended Operating Agreement was in effect.

  • The enforceability of this Amendment is contingent upon the execution of the Second A&R LLC Agreement.

  • Capitalized terms used herein but not defined herein shall have the meanings ascribed to such terms in the Second A&R LLC Agreement, or if not defined therein, the Purchase and Sale Agreement (each as defined below).

  • Notwithstanding any other provision of this First Amendment (including without limitation Section 6), Purchase Agreement, or Second A&R LLC Agreement, this First Amendment does not relieve Purchaser of any Adverse Consequences arising out of or resulting from Purchaser activities, including without limitation, any Exploration, Development and Related Work, on or relating to the Properties arising before the execution and delivery of this First Amendment.

  • From the date hereof, subject to the terms of the Second A&R LLC Agreement, the Assignee agrees to perform and be bound by all the terms, conditions and covenants of the Assignor and assumes the duties and obligations (but excluding the duties, obligations, responsibilities, claims, demands and other commitments that are part of the Retained Rights and Obligations) of the Assignor with respect to the Assigned Interest (including under the Assigned Agreements).


More Definitions of Second A&R LLC Agreement

Second A&R LLC Agreement has the meaning assigned to such term in the recitals of this Agreement. “Sole Member” has the meaning assigned to such term in the introductory paragraph of this Agreement.
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Second A&R LLC Agreement means the Second Amended and Restated Limited Liability Company Agreement of the Company, dated as of April 1, 2015. "Secondary Seller Designee" means CCS-AE2, LLC, a Colorado limited liability company. "Section 4.1(e) Electing Investor" has the meaning set forth in Section 4.1(e)(v). "Seller" has the meaning set forth in Recital A. "Seller Designee" shall mean a Qualified Person designated by the Seller to act as the transferee of the Membership Interests pursuant to Section 3.13. "Seller Desi n~ ee Agreement" has the meaning set forth in Section 3.13(a). "Significant Company Action" has the meaning set forth in Section 11.2. "Site" means that certain property located in Centralia, Washington, on which the Power Plant is located, with the portion of such property licensed pursuant to the Site License Agreement being more particularly described on Exhibit D. "Site License Agreement" means the Production Facility and Coal Yard Site License dated February 10, 2014 among the Company, the Utility and TransAlta Centralia Mining LLC, a Washington limited liability company. "Succeeding Capital Contribution" has the meaning set forth in Section 4.1(fl. "Target Capital Contribution" has the meaning set forth in the Purchase Agreements. "Tax" (and, with correlative meaning, "Taxes" and "Taxable") means: (a) any federal, state, local or foreign net income, gross income, gross receipts, windfall, profit, severance, property, production, sales, use, license, occupation, excise, franchise, net worth, employment, payroll, unemployment insurance, social security, welfare, disability, worker's compensation, withholding, alternative or add-on minimum, ad valorem, transfer, stamp, or environmental tax, or any other tax, custom, duty, governmental fee or other like assessment or charge of any kind whatsoever, together with any interest or penalty, addition to tax or additional amount imposed by any Governmental Body; and (b) any liability for the payment of amounts with respect to payment of a type described in clause (a), including as a result of being a member of an affiliated, consolidated, combined or unitary group, as a result of succeeding to such liability as a result of merger, conversion or asset transfer or as a result of any obligation under any tax sharing arrangement or tax indemnity agreement. "Tax Credits" means the credits against federal income Tax available under Section 45 of the Code or any successor provision with respect to sales of Refined Coal to Unrel...
Sample 1
Second A&R LLC Agreement means the Second Amended and Restated Limited Liability Company Agreement of the Company, dated as of the Initial Closing Date, by and among MSI, the Company and MHR in the form attached hereto as Exhibit A, as the same may be subsequently amended, modified, supplemented, replaced or restated from time to time in accordance with its terms.
Sample 1
Second A&R LLC Agreement has the meaning set forth in the Recitals hereto. “SLA” shall have the meaning assigned to such term in Section 5.2. “Storage Core Frame Purchase Agreement” means that certain Amended and Restated Storage Core Frame Purchase Agreement entered into as of the Effective Date between AES LLC and Fluence pursuant to which AES Entities may from time to time purchase Battery Energy Storage Solutions from Fluence. “Third A&R LLC Agreement” has the meaning set forth in the Recitals hereto. 1.2
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Related to Second A&R LLC Agreement

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

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

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

  • Company LLC Agreement means the Second Amended and Restated Limited Liability Company Agreement of the Company, dated as of May 25, 2011, as amended from time to time.

  • LLC Agreement means the Limited Liability Company Agreement of the Company, as amended from time to time pursuant to its terms.

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

  • Operating Partnership Agreement means the Fifth Amended and Restated Agreement of Limited Partnership of the Operating Partnership, as it may be amended, supplemented or restated from time to time.

  • Partnership Agreement means the Amended and Restated Agreement of Limited Partnership of the Operating Partnership dated as of , 2011, as the same may be amended, modified or restated from time to time.

  • Borrower LLC Agreement means the Limited Liability Company Operating Agreement of the Borrower, dated as of June 23, 2011.

  • Limited Partnership Agreement means the Second Amended and Restated Agreement of Limited Partnership of the Partnership dated as of March 9, 2004, as amended from time to time.

  • Partnership Agreements means the partnership agreements together with all agreements, certificates and other documents provided to and approved by Lender and which govern the existence, operation and ownership of the Partnerships.

  • Holdings LLC Agreement means the Amended and Restated Limited Liability Company Agreement of Holdings dated as of the Closing Date.

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

  • Operating Agreement means the agreement, whether or not referred to as an operating agreement and whether oral, in a record, implied, or in any combination thereof, of all the members of a limited liability company, including a sole member, concerning the matters described in section 489.110, subsection 1. The term includes the agreement as amended or restated.

  • Dealership Agreement means an oral or written agreement, either express or implied, between a supplier and a dealer which provides that the dealer is granted the right to sell, distribute, or service the supplier’s equipment, regardless of whether the equipment carries a trade name, trademark, service mark, logotype, advertisement, or other commercial symbol, and which provides evidence of a continuing commercial relationship between the supplier and the dealer.

  • Sponsorship Agreement means a document that estab- lishes an advanced licensee as a sponsor for a basic licensee.

  • Traineeship Agreement means an agreement made subject to the terms of this award between an employer and the trainee for a traineeship and which is registered with the appropriate state training authority, NETTFORCE, or under the provisions of the appropriate state legislation. A traineeship agreement shall be made in accordance with the relevant approved traineeship scheme and shall not operate unless this condition is met.

  • MCIP Agreement means the Agreement for the Development of a Joint County Industrial and Business Park (2010 Park) dated as of December 1, 2010, as amended, between the County and Xxxxxxxx County, South Carolina, as the same may be further amended or supplemented from time to time, or such other agreement as the County may enter with respect to the Project to offer the benefits of the Special Source Revenue Credits to the Company hereunder.

  • Membership Agreement means the agreement between the Foundation and each Member regarding each such Member’s rights and obligations as a Member.

  • Foundation Agreement means the agreement dated the 20th February 1985 made between the Trustee, the Manager, Xxxxxxxx, Genting WA and Tileska providing for the subscription of Units and Options;

  • Omnibus Agreement means that certain Omnibus Agreement, dated as of the Closing Date, among the General Partner, the Partnership, the Operating Company and certain other parties thereto, as such may be amended, supplemented or restated from time to time.

  • Borrower Partnership Agreement means the Limited Partnership Agreement of the Borrower dated as of January 17, 2014 as such agreement may be amended, restated, modified or supplemented from time to time with the consent of the Administrative Agent or as permitted under Section 10.10.

  • MLP Partnership Agreement means the Amended and Restated Agreement of Limited Partnership of the MLP, as amended or restated from time to time.

  • Lock-Up Agreement means the Lock-Up Agreement, dated as of the date hereof, by and among the Company and the directors, officers and 5% stockholders of the Company, in the form of Exhibit C attached hereto.

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

  • Secondment Agreement is defined in Section 2.2.