UCC Definitions Unless otherwise defined herein or the context otherwise requires, terms for which meanings are provided in the UCC are used in this Security Agreement, including its preamble and recitals, with such meanings.
Additional Defined Terms The following terms have the meanings set forth in the Sections set forth below: Acceptance Notice 2.7(b) Administrative Guidance 4.1(b) Affiliated Transferee 4.3(a) Agreement Preamble Approved Tender Offer 4.1(a) ASX 2.5(a)(iv) ASX Rule 2.7(a) Beneficial Ownership 2.1(a) Change of Control 3.3(e) Company Board Recitals Company CDIs 2.7(a) Company Repurchase Event 4.7(a) Coordination Committee 6.2 Designation Right 5.2(a) Eligible Investments 6.1(f) Equity Issuance 2.7(d) Executive Committee 6.2 Exempt Equity Issuance 2.7(d) Existing Investment Agreement Recitals FCA Section 7.2(g) FSC Section 7.2(g) Fundamental Transaction 3.3(b) GAAP Section 7.1(g) Governmental Order 4.1(b) Xxxxxxxxx Preamble Xxxxxxxxx FSC Documents Section 7.2(g) Identified Transferees 4.5(a) Information Rights 5.3 Initial Investment Section 6.1(a) Initial Seed Capital Investment Fees 6.1(g)(ii) Initial Seed Capital Investments 6.1(g)(ii) Insolvent Party 1.1 Invested Assets Section 6.1(a) Investor Preamble Investor Parent 4.3(a) Investor Representative 5.2(a) JCG Preamble JCG SEC Documents Section 7.1(f) Merger Recitals Merger Agreement Recitals Merger Sub Recitals New Securities 2.7(a) NYSE Rule 2.7(a) Option Agreement Recitals Ownership Limit 2.1(a) Parties Preamble Party Preamble Permitted Affiliate Sale 4.3(a) Permitted Non-Public Transfer 4.3(b) Permitted Public Transfer 4.3(c) Permitted Sales Section 4.2 Person 3.1 Preemptive Rights Notice 2.7(b) Preemptive Rights Shares 2.7(a) Pre-Issuance Ownership Percentage 2.7(g) Receiving Party 5.4 Registration Rights 5.5 Regulatory Transfer 4.1(b) Representatives 5.4 Restricted Period 4.1(a) Restricted Period Approved Tender Offer 4.1(a) ROFO Negotiation Period 4.6 ROFO Notice 4.6 ROFO Open Period 4.6 ROFO Shares 4.6 ROFR Exercise Period 4.5(b) XXXX Xxxxxx 0.0(x) XXXX Open Period 4.5(c) ROFR Price 4.5(a) XXXX Xxxxxx 0.0(x) XXXX Terms 4.5(a) SEC 2.5(e) Securities Act 4.3(b) Seed Capital Investments 6.1(c) Senior Executive 4.1(b) Standstill Fall-Away Date 3.3 Standstill Restrictions 3.1(j) Stockholder Approved Issuance 2.7(f) Subsequent Offering 4.1(a) Temporary Redemption Date 6.1(f) Transfer 4.1(a) True-up Equity Issuance 2.7(d)
Certain Defined Terms As used in this Agreement, the following terms shall have the following meanings:
INDEX OF DEFINED TERMS 15Ga-1 Notice 21 Mortgage Loans 1 Affected Loan(s) 18 Mortgage Note 1 Agreement 1 Mortgagor 1 Xxxx of Sale 2 MOU 26 Certificate Administrator 1 Officer’s Certificate 7 Certificate Purchase Agreement 1 Other Mortgage Loans 1 Certificates 1 Pooling and Servicing Agreement 1 Closing Date 2 Preliminary Memorandum 2 Collateral Information 11 Private Certificates 1 Crossed Mortgage Loans 18 Prospectus Supplement 2 Cure Request 17 Public Certificates 1 Custodian 1 Purchaser 1 Defective Mortgage Loan 18 Repurchase Request 20 Dispute 20 Seller 1 Excluded Mortgage Loan Special Servicer 1 Seller Defeasance Rights and Obligations 22 Final Judicial Determination 21 Seller Reporting Information 14 Final Memorandum 2 Seller’s Information 14 General Special Servicer 1 Special Servicer 1 Indemnification Agreement 14 Trust 1 Initial Purchasers 1 Trust Advisor 1 Master Servicer 1 Trustee 1 Material Breach 17 UCC 5 Material Document Defect 17 Underwriters 1 Mortgage File 3 Underwriting Agreement 1 Mortgage Loan Schedule 2 Mortgage Loan Purchase Agreement (this “Agreement”), dated June 5, 2015, between Xxxxxx Xxxxxxx Mortgage Capital Holdings LLC (“Seller”) and Xxxxxx Xxxxxxx Capital I Inc. (“Purchaser”). Seller agrees to sell, and Purchaser agrees to purchase, certain mortgage loans listed on Exhibit 1 hereto (the “Mortgage Loans”), each of which is evidenced by one or more related notes or other evidence of indebtedness (each a “Mortgage Note”) evidencing the indebtedness of the related obligor under the related Mortgage Loan (each a “Mortgagor”). Purchaser will convey the Mortgage Loans to a trust (the “Trust”) created pursuant to a Pooling and Servicing Agreement (the “Pooling and Servicing Agreement”), to be dated as of June 1, 2015, between Purchaser, as depositor, Xxxxx Fargo Bank, National Association, as master servicer (in such capacity, the “Master Servicer”), excluded mortgage loan special servicer (in such capacity, the “Excluded Mortgage Loan Special Servicer”), certificate administrator (in such capacity, the “Certificate Administrator”), custodian (in such capacity, the “Custodian”), certificate registrar and authenticating agent, LNR Partners, LLC, as general special servicer (the “General Special Servicer”), Pentalpha Surveillance LLC, as trust advisor (the “Trust Advisor”), and Wilmington Trust, National Association, as trustee (the “Trustee”). In exchange for the Mortgage Loans and certain other mortgage loans to be purchased by Purchaser (collectively the “Other Mortgage Loans”), the Trust will issue to the Depositor pass-through certificates to be known as Xxxxxx Xxxxxxx Bank of America Xxxxxxx Xxxxx Trust 2015-C23, Commercial Mortgage Pass-Through Certificates, Series 2015-C23 (the “Certificates”). The Certificates will be issued pursuant to the Pooling and Servicing Agreement.
Recitals; Defined Terms The recitals set forth above are true and correct and are incorporated herein by this reference. Capitalized terms used throughout this Amendment shall have the meanings set forth in the Agreement, unless otherwise specifically defined herein.
Defined Terms As used in this Agreement, the following terms have the meanings specified below:
Use of Defined Terms Unless otherwise defined or the context otherwise requires, terms for which meanings are provided in this Agreement shall have such meanings when used in each other Loan Document and the Disclosure Schedule.
Other Defined Terms As used in this Agreement, the following terms have the meanings specified below: