Buying-In Sample Clauses

Buying-In. 10.1 Before placing a Sell Order, the Customer shall ensure that the relevant Equity and/or Debt Securities are available for delivery and will constitute good delivery thereof on the settlement date of the transaction. If delivery of the Equity and/or Debt Securities is not made on the settlement date, the Bank shall have the right to buy-in immediately and bill the Customer for the difference. The Bank will not be liable to the Customer for any loss suffered by the Customer as a result of any rise in the market price of the Equity and/or Debt Securities between the time the right to buy-in arose and the time it actually buys the Equity and/or Debt Securities.
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Buying-In. (a) Where a selling Trading Clearing Participant (“selling TCP”) in respect of a Ready Basis Contract, having sold Securities in board lots, fails to deliver the Securities by having the quantity of Securities sold as Tradeable Balance in the relevant securities account by the due settlement day, the Clearing House will instruct the Exchange to automatically buy-in against such selling TCP without notice on the second Market Day following the Contract Date. (b) No withdrawal of buying-in will be permitted unless the Clearing House determines otherwise in accordance with these Rules. (c) The Clearing House may initiate a withdrawal from buying-in in any circumstance the Clearing House deems fit and in such a case, the Clearing House will instruct the Exchange to withdraw the buying-in. (d) The Clearing House will instruct the Exchange to conduct the buying-in in accordance with such terms and conditions as may be specified by the Clearing House which include the following: (i) unless otherwise stated, the bidding price for buying-in of any Securities by the Exchange shall be ten (10) Ticks above the following prices, rounded up, where necessary, to the higher Tick:
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Buying-In. If Customer instructs a BofAML Entity to sell any security, commodity or other property and such BofAML Entity is unable to deliver the relevant asset to the purchaser by reason of Customer’s failure to supply such BofAML Entity with the relevant asset, then Customer authorizes such BofAML Entity to borrow or purchase any such security, commodity or other property necessary to make delivery thereof.
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Buying-In. B4.1 Before placing an Order for the sale of shares, the Client shall ensure that the relevant shares are available for delivery and will constitute good delivery thereof on the settlement date of the Transaction. If delivery of shares is not made on the settlement date, UOBKH shall have the right to buy-in immediately and xxxx the Client for the difference. UOBKH will not be liable to the Client for any Loss suffered by the Client as a result of any rise in the market price of the securities between the time the right to buy-in arose and the time it actually buys the securities. B5.1 The Client acknowledges and agrees that if it does not make payment to UOBKH in accordance with this Agreement, UOBKH may, in accordance with the SGX-ST Rules and Bye-Laws, report this to the SGX-ST. The Client accepts that the SGX- ST will make this information available to its other member companies. B5.2 The Client further acknowledges and agrees that if any non-payment by the Client is by reason of any dispute between it and UOBKH, UOBKH must report this disagreement to the SGX-ST. B5.3 The Client also acknowledges and confirms that it is a condition to the opening and/or continued maintenance of an Account that the Client consent and the Client does so consent to the use and disclosure of any and all Client information by UOBKH where UOBKH believes in good faith that it is in its commercial interest to do so. Without prejudice or limitation to the foregoing, the Client expressly consents to disclosure of any Client information to any member of the UOB Group of companies including but not limited to any related entity to UOBKH.
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Buying-In. 13.1 The Client hereby represents, warrants and undertakes with the Company that the Client shall ensure, prior to placing any order with the Company to sell Securities that the Securities are available for delivery within the time prescribed under the rules, regulations and/or bye-laws of the relevant stock exchange. 13.2 In the event of the Securities not being available for delivery within the time prescribed as aforesaid, the Company shall be entitled, at the Company’s sole discretion, to buy-in at such time or times as the Company shall in the Company’s absolute discretion deem fit, and the Client undertakes to settle the difference in cash immediately upon demand made by the Company and in default of payment, the Client shall pay interest at such rate or rates as shall be determined by the Company at the Company’s discretion from time to time. 13.3 In the event of the relevant stock exchange exercising the right to buy-in the Client undertakes to settle the difference in cash immediately upon demand made by the Company and in default of payment, the Client shall pay interest at such rate or rates as shall be determined by the Company at the Company’s discretion from time to time.
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Buying-In. (a) The Client acknowledges that the Broker may, by reason of default by the Client in paying on or before the due date any sum due under this Agreement or any Futures Contract in respect of which any amount is required to be converted into a foreign currency or from a foreign currency into Ringgit Malaysia, suffer loss by reason of having to enter into such foreign exchange or other contracts as will enable it to discharge any obligations incurred by the Broker upon such default or which have been incurred by the Broker in anticipation that no such default would occur. (b) Without derogation from any right of action, claim, demand, right, power or otherwise in the Broker pursuant to this Agreement or otherwise, the Client agrees to compensate and indemnify the Broker against any loss, damage, cost or expense arising as a consequence (whether necessary or incidental) upon entering into any such foreign exchange or other contract or effecting such currency conversion. (c) The Broker may enter into any such foreign exchange or other contract with any third party in order to mitigate any loss suffered as a result of default or late payment by the Client without further notice to the Client (without creating an obligation to do so). (d) Tender of the amount of any payment due by the Client pursuant to this Agreement after due date for such payment shall not relieve the Client of its obligations or liabilities pursuant to this Clause.
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Buying-In. B4.1 Before placing an Order for the sale of shares, the Client shall ensure that the relevant shares are available for delivery and will constitute good delivery thereof on the settlement date of the Transaction. If delivery of shares is not made on the settlement date, UOBKH shall have the right to buy-in immediately and bill the Client for the difference. UOBKH will not be liable to the Client for any Loss suffered by the Client as a result of any rise in the market price of the securities between the time the right to buy-in arose and the time it actually buys the securities. B5.1 The Client acknowledges and agrees that if it does not make payment to UOBKH in accordance with this Agreement, UOBKH may, in accordance with the SGX-ST Rules and Bye-Laws, report this to the SGX-ST. The Client accepts that the SGX- ST will make this information available to its other member companies.
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Buying-In. The Client acknowledges his awareness of and agrees as follows: (a) that the Broker may, by reason of default/anticipated default by the Client in paying on or before the due date any sum due under this Agreement or any of the Derivatives in respect of which any amount is required to be converted into a foreign currency or from a foreign currency into Ringgit Malaysia, suffer loss by reason of having to enter into such foreign exchange or other contracts as will enable it to discharge any obligations incurred by the Broker upon such default and/or in anticipation that such default would occur; (b) without derogation from any right of action, claim, demand, right, power or otherwise of the Broker pursuant to this Agreement or otherwise, the Client agrees to compensate and fully and effectively indemnify the Broker against any loss, damage, cost or expense arising, suffered or incurred in or as a consequence (whether direct, necessary or incidental) of entering into any such foreign exchange or other contract or effecting such currency conversion; (c) the Broker may, in its absolute discretion (without creating and obligation to do so), enter into any such foreign exchange or other contract with any third party in order to mitigate any loss suffered or which could be suffered as a result of default or late payment by the Client and/or in anticipation that such default will occur, without further notice to the Client. In the event that payment is actually made on the relevant due date and there is no default in payment by the Client, the Broker shall not be liable for and shall not be under any obligation to indemnify the Client from and against all damages, losses, costs, expenses and any other amounts whatsoever incurred arising out of the entering into by the Broker of the aforesaid contracts; and (d) tender of any amount due by the Client pursuant to this Agreement after the due date for such payment shall not relieve the Client of his obligations or liabilities pursuant to this Clause.
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Related to Buying-In

  • Mergers, Consolidations and Sales of Assets (a) The Borrower will not consolidate with or merge into any other Person or convey or transfer its properties and assets substantially as an entirety to any Person, unless: (i) the Borrower or a Consolidated Subsidiary that is incorporated under the laws of the United States, any state thereof or the District of Columbia is the surviving corporation of any such consolidation or merger or is the Person that acquires by conveyance or transfer the properties and assets of the Borrower substantially as an entirety; (ii) if a Consolidated Subsidiary is the surviving corporation or is the Person that acquires the property and assets of the Borrower substantially as an entirety, it shall expressly assume the performance of every covenant of this Agreement and of the Notes on the part of the Borrower to be performed or observed; (iii) immediately after giving effect to such transaction, no Default shall have occurred and be continuing; and (iv) if the Borrower is not the surviving entity, the Borrower has delivered to the Administrative Agent an Officer’s Certificate and a legal opinion of its General Counsel, Associate General Counsel or Assistant General Counsel, upon the express instruction of the Borrower for the benefit of the Administrative Agent and the Lenders, each stating that such transaction complies with this Section and that all conditions precedent herein provided for relating to such transaction have been complied with. (b) Upon any consolidation by the Borrower with, or merger by the Borrower into, a Consolidated Subsidiary, the result of which is that such Consolidated Subsidiary is the surviving entity, or any conveyance or transfer of the properties and assets of the Borrower substantially as an entirety to a Consolidated Subsidiary, the Consolidated Subsidiary into which the Borrower is merged or consolidated or to which such conveyance or transfer is made shall succeed to, and be substituted for, and may exercise every right and power of, the Borrower, as the case may be, under this Agreement with the same effect as if such Consolidated Subsidiary had been named as the Borrower, as the case may be, herein, and thereafter, in the case of a transfer or conveyance permitted by Section 5.07(a), the Borrower shall be relieved of all obligations and covenants under this Agreement and the Notes.

  • Support of Transaction Without limiting any covenant contained in Article VI or Article VII, including the obligations of the Company and Acquiror with respect to the notifications, filings, reaffirmations and applications described in Section 6.03 and Section 7.01, respectively, which obligations shall control to the extent of any conflict with the succeeding provisions of this Section 8.01, Acquiror and the Company shall each, and shall each cause their respective Subsidiaries to: (a) use commercially reasonable efforts to assemble, prepare and file any information (and, as needed, to supplement such information) as may be reasonably necessary to obtain as promptly as practicable all governmental and regulatory consents required to be obtained in connection with the transactions contemplated hereby; (b) use commercially reasonable efforts to obtain all material consents and approvals of third parties that any of Acquiror, the Company or their respective Affiliates are required to obtain in order to consummate the Merger, including any required approvals of parties to material Contracts with the Company or its Subsidiaries; and (c) take such other action as may reasonably be necessary or as another party hereto may reasonably request to satisfy the conditions of Article IX or otherwise to comply with this Agreement and to consummate the transactions contemplated hereby as soon as practicable. Notwithstanding the foregoing, in no event shall Acquiror, Merger Sub, the Company or the Company’s Subsidiaries be obligated to bear any expense or pay any fee or grant any concession in connection with obtaining any consents, authorizations or approvals pursuant to the terms of any Contract to which the Company or any of its Subsidiaries is a party or otherwise in connection with the consummation of the Merger.

  • Merger, Consolidation or Sale of Assets The Company will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly: (1) consolidate or merge with or into another Person (whether or not the Company or such Restricted Subsidiary is the surviving corporation); or (2) sell, assign, transfer, convey or otherwise dispose of all or substantially all of the properties or assets of the Company and its Restricted Subsidiaries taken as a whole, in one or more related transactions, to another Person, unless: A. if the Company or such Restricted Subsidiary is a party to such transaction, either (i) the Company or such Restricted Subsidiary is the surviving corporation or (ii) the Person formed by or surviving any such consolidation or merger (if other than the Company) or to which such sale, assignment, transfer, conveyance or other disposition has been made is a corporation organized or existing under the laws of the United States, any state of the United States or the District of Columbia; B. if the Company or such Restricted Subsidiary is a party to such transaction, the Person formed by or surviving any such consolidation or merger (if other than the Company or such Restricted Subsidiary) or the Person to which such sale, assignment, transfer, conveyance or other disposition has been made assumes all the obligations of the Company or such Restricted Subsidiary under the Notes and this Indenture pursuant to agreements reasonably satisfactory to the Trustee; C. immediately after such transaction, no Default or Event of Default exists; D. except to the extent waived by the FCC or as would not have a material adverse effect on the condition (financial or otherwise), results of operations, business or prospects of the Company and its Restricted Subsidiaries, taken as a whole, the Company and its Restricted Subsidiaries have obtained all required FCC consents under the Communications Act in relation to such sale, assignment, transfer, conveyance, or other disposition; and E. the Company or the Person formed by or surviving any such consolidation or merger or to which such sale, assignment, transfer, conveyance or other disposition is made (if other than the Company), will have Consolidated Net Worth immediately after the transaction equal to or greater than the Consolidated Net Worth of the Company immediately preceding the transaction. In addition, the Company will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly, lease all or substantially all of the properties and assets of the Company and its Restricted Subsidiaries taken as a whole, in one or more related transactions, to any other Person. 6.01 will not apply to: (1) a merger of the Company or a Restricted Subsidiary of the Company with an Affiliate solely for the purpose of reincorporating the Company in another jurisdiction; or (2) any consolidation or merger, or any sale, assignment, transfer, conveyance, lease or other disposition of assets between or among the Company and its Restricted Subsidiaries that are Guarantors.

  • Adjustments for Reorganization, Merger, Consolidation or Sales of Assets If at any time or from time to time after the Original Issue Date there shall be (i) a capital reorganization of the Issuer (other than by way of a stock split or combination of shares or stock dividends or distributions provided for in Section 3(a), and Section 3(b), or a reclassification, exchange or substitution of shares provided for in Section 3(c)), or (ii) a merger or consolidation of the Issuer with or into another corporation, where the holders of the Issuer’s outstanding voting securities prior to such merger or consolidation do not own over 50% of the outstanding voting securities of the merged or consolidated entity, immediately after such merger or consolidation, or (iii) the sale of all or substantially all of the Issuer’s properties or assets to any other person (an “Organic Change”), then, as a part of such Organic Change an appropriate revision to the Warrant Price shall be made if necessary and provision shall be made if necessary (by adjustments of the Warrant Price or otherwise) so that, upon any subsequent exercise of this Warrant, the Holder shall have the right to receive, in lieu of Warrant Stock, the kind and amount of shares of stock and other securities or property of the Issuer or any successor corporation resulting from the Organic Change. In any such case, appropriate adjustment shall be made in the application of the provisions of this Section 3(d) with respect to the rights of the Holder after the Organic Change to the end that the provisions of this Section 3(d) (including any adjustment in the Warrant Price then in effect and the number of shares of stock or other securities deliverable upon exercise of this Warrant) shall be applied after that event in as nearly an equivalent manner as may be practicable. In any such case, the resulting or surviving corporation (if not the Issuer) shall expressly assume the obligations to deliver, upon the exercise of this Warrant, such securities or property as the Holder shall be entitled to receive pursuant to the provisions hereof, and to make provisions for the protection of the rights of the Holder as provided above.

  • Types of Transactions You may access certain account(s) you maintain with us by computer using your assigned user ID and password by accessing the online banking service. You may use the online banking service to perform the following functions:

  • As Of Transactions For purposes of this Article M, the term “

  • Merger, Consolidation and Sale of Assets Except as provided in Section 11.7, the Trust may merge or consolidate with any other corporation, association, trust or other organization or may sell, lease or exchange all or substantially all of the Trust Property or the property, including its good will, upon such terms and conditions and for such consideration when and as authorized by two- thirds of the Trustees and approved by a Majority Shareholder Vote and any such merger, consolidation, sale, lease or exchange shall be determined for all purposes to have been accomplished under and pursuant to the statutes of the State of Delaware.

  • Sale and Purchase of Assets (a) The Manager shall, in accordance with instructions from the Board, supervise the sale and purchase of assets on the Company’s behalf including the completion of such transactions. (b) In respect of any sale or purchase of an asset, the Manager shall provide assistance which shall include, but not be limited to, arranging the financing in the case of a purchase and, if necessary, renegotiating existing financing, and in the case of a sale or purchase, arranging other contractual agreements required by the transaction and the general completion of the specific transaction. (c) The Manager shall assist the Board in reviewing the market for sale and purchase of assets and providing the Company with recommendations in this respect. Any contracts related to a sale or purchase of an asset shall always be subject to the final approval of the Board.

  • Mergers, Consolidations, Sales of Assets and Acquisitions (a) Merge into or consolidate with any other Person, or permit any other Person to merge into or consolidate with it, or sell, transfer, lease or otherwise dispose of (in one transaction or in a series of transactions) all or substantially all the assets (whether now owned or hereafter acquired) of the Borrower or less than all the Equity Interests of any Restricted Subsidiary, or purchase or otherwise acquire (in one transaction or a series of transactions) all or substantially all of the assets of any other Person or division or line of business of such Person, except that (i) the Borrower and any Restricted Subsidiary may purchase and sell inventory in the ordinary course of business and (ii) if at the time thereof and immediately after giving effect thereto no Event of Default or Default shall have occurred and be continuing (1) any Wholly Owned Restricted Subsidiary may merge into the Borrower in a transaction in which the Borrower is the surviving corporation, (2) any Wholly Owned Restricted Subsidiary may merge into or consolidate with any other Wholly Owned Restricted Subsidiary in a transaction in which the surviving entity is a Wholly Owned Restricted Subsidiary (provided that if any party to any such transaction is a Loan Party, the surviving entity of such transaction shall be a Loan Party), (3) any Restricted Subsidiary may dispose of any or all of its assets (upon voluntary liquidation or otherwise) to the Borrower or any other Restricted Subsidiary (which such recipient Restricted Subsidiary shall be a Loan Party if the disposing Restricted Subsidiary is a Loan Party), (4) any Restricted Subsidiary may liquidate (other than in connection with a merger or a consolidation which shall be governed by the other clauses of this Section 6.05(a)) and distribute its assets ratably to its shareholders if the Borrower determines in good faith that such liquidation or dissolution is in the best interests of the Borrower and is not materially disadvantageous to the Lenders, and (5) the Borrower and the Restricted Subsidiaries may make Permitted Acquisitions, including by means of mergers or consolidations. (b) Make any Asset Sale otherwise permitted under paragraph (a) above unless (i) such Asset Sale is for consideration at least 75% of which consists of cash, (ii) such consideration is at least equal to the fair market value of the assets being sold, transferred, leased or disposed of and (iii) the fair market value of all assets sold, transferred, leased or disposed of pursuant to this paragraph (b) shall not exceed the greater of (i) $100,000,000 and (ii) 3.0% of the Consolidated Net Tangible Assets in any fiscal year.

  • Conduct of a Meeting; Member Lists (a) The Board shall have full power and authority concerning the manner of conducting any meeting of the Members, including the determination of Persons entitled to vote, the existence of a quorum, the satisfaction of the requirements of this ARTICLE 7, the conduct of voting, the validity and effect of any proxies and the determination of any controversies, votes or challenges arising in connection with or during the meeting or voting. The Board shall designate a Person to serve as chairman of any meeting and shall further designate a Person to take the minutes of any meeting. All minutes shall be kept with the records of the Company maintained by the Board. The Board may make such other regulations consistent with applicable law and this Agreement as it may deem advisable concerning the conduct of any meeting of the Members, including regulations in regard to the appointment of proxies, the appointment and duties of inspectors of votes, the submission and examination of proxies and other evidence of the right to vote. (b) A complete list of Members entitled to vote at any meeting of Members, arranged in alphabetical order and showing the address of each such Member and the number of Shares registered in the name of such Member, shall be open to the examination of any Member, for any purpose germane to the meeting, during ordinary business hours, for a period of at least 10 days before the meeting, at the principal place of business of the Company. The Member list shall also be produced and kept at the time and place of the meeting during the whole time thereof, and may be inspected by any Member who is present.

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