TPA Approval Clause Samples

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TPA Approval. This Agreement is subject to the following HUD Required Language: This Agreement is expressly conditioned upon preliminary approval by HUD of the transactions as set forth in form HUD 92266, Application for Transfer of Physical Assets, and supporting documents submitted to HUD. None of the terms and conditions of this Agreement shall be effective prior to such HUD approval. The BRI Partnership will not take possession of the Transferor Partnership or the Property nor assume the burdens and benefits of project ownership prior to such approval by HUD.
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TPA Approval. This Agreement is subject to the following HUD Required Language: This Agreement is expressly conditioned upon preliminary approval by HUD of the transactions as set forth in form HUD 92266, Application for Transfer of Physical Assets, and supporting documents submitted to HUD. None of the terms and conditions of this Agreement shall be effective prior to such HUD approval. The BRI Partnership will not take possession of the Transferor Partnership or the Property nor assume the burdens and benefits of project ownership prior to such approval by HUD. The Transferor Partnership shall file with the appropriate Area Office of HUD an Application (the "Application") for Transfer of Physical Assets ("TPA Approval"). The BRI Partnership and the Transferor Partnership shall use reasonable efforts to obtain the TPA Approval from HUD. The BRI Partnership shall supply any and all documentation and additional information required by HUD in order to properly complete the Application. In the event that the Lender must join in and execute the Application, the Transferor Partnership shall be responsible to obtain the execution of the Application by Lender. In the event that any special conditions are set forth in the preliminary HUD TPA Approval or required by the Lender relating to the transfer of ownership of the Transferor Partnership to the BRI Partnership and satisfaction of the same is reasonably and verifiably estimated by the BRI Partnership to involve an aggregate cost to the Transferor Partners of not more than $5,000.00, the Transferor Partners shall be obligated to proceed with the Closing and the BRI Partnership shall receive a credit equal to the estimated aggregate cost to comply with said special conditions up to a maximum of $5,000.00. If the cost, as estimated by the BRI Partnership, to comply with the special conditions exceeds $5,000.00, the BRI Partnership shall have the option either to terminate this Agreement or to proceed with the Closing under this Agreement and to fund all amounts necessary to comply said special conditions in excess of $5,000.00 (in which event the BRI Partnership shall receive a credit against the BRI Additional Payment in the sum of $5,000.00 from the Transferor Partners). One half (1/2) of any fees payable to HUD arising out of the Application shall be paid by the Transferor Partners and one half (1/2) of any such fees shall be paid by the BRI Partnership. In addition to the foregoing, the legal fees of counsel retained by th...
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TPA Approval. 31 PURCHASE AND SALE AGREEMENT This PURCHASE AND SALE AGREEMENT for the purchase and sale of assets and certain shares of capital stock ("Agreement"), is made and entered into as of August 26, 2002, by and among Constellation Health Services, Inc., a Maryland corporation ("CHSI"), and the Persons identified as Sellers on Schedule 7(k), on the one hand (CHSI and such Persons collectively, "Seller"), and Senior Housing Properties Trust, a Maryland real estate investment trust ("Buyer" or "SNH"), on the other hand, and only for purposes of Section 10(d), Constellation Real Estate Group, Inc., a Maryland corporation (the "Guarantor").
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TPA Approval. Buyer shall have received the TPA Approval.
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Related to TPA Approval

  • FCC Approval Notwithstanding anything to the contrary contained in this Agreement or in the other Loan Documents, neither the Administrative Agent nor any Lender will take any action pursuant to this Agreement or any of the other Loan Documents, which would constitute or result in a change in control of the Borrower or any of its Subsidiaries requiring the prior approval of the FCC without first obtaining such prior approval of the FCC. After the occurrence of an Event of Default, the Borrower shall take or cause to be taken any action which the Administrative Agent may reasonably request in order to obtain from the FCC such approval as may be necessary to enable the Administrative Agent to exercise and enjoy the full rights and benefits granted to the Administrative Agent, for the benefit of the Lenders by this Agreement or any of the other Loan Documents, including, at the Borrower’s cost and expense, the use of the Borrower’s best efforts to assist in obtaining such approval for any action or transaction contemplated by this Agreement or any of the other Loan Documents for which such approval is required by Law.

  • HSR Approval All applicable waiting periods (and any extensions thereof) under the HSR Act in respect of the Transactions shall have expired or been terminated.

  • Regulatory Approval 25.1 The Parties understand and agree that this Agreement and any amendment or modification hereto will be filed with the Commission for approval in accordance with Section 252 of the Act and may thereafter be filed with the FCC. The Parties believe in good faith and agree that the services to be provided under this Agreement are in the public interest. Each Party covenants and agrees to fully support approval of this Agreement by the Commission or the FCC under Section 252 of the Act without modification.

  • Project Approval The County may issue a Job Order Authorization for the Work, to include the firm-fixed-price of the Job Order and the project duration. Contractor agrees that all clauses of this Contract are applicable to any Job Order issued hereunder. The County reserves the right to reject a Contractor’s Quote based on unjustifiable quantities and/or methods, performance periods, inadequate documentation, or other inconsistencies or deficiencies on the Contractor’s part in the sole opinion of the County. The County reserves the right to issue a unilateral Job Order authorization for the Work if a Quote price cannot be mutually agreed upon. This is based upon unjustifiable quantities in the sole opinion of the County. The County also reserves the right to not issue a Job Order Authorization if the County’s requirement is no longer valid or the project is not funded. In these instances, the Contractor has no right of claim to recover Quote expenses. The County may pursue continuing valid requirements by other means where Contract was not reached with the Contractor.

  • No Regulatory Approval By CenterState or Charter, if either of their respective boards of directors so determines by a vote of a majority of the members of its entire board, in the event any Regulatory Approval required for consummation of the transactions contemplated by this Agreement shall have been denied by final, non-appealable action by such Governmental Authority or an application therefor shall have been permanently withdrawn at the request of a Governmental Authority.