CERTAIN DEFINITIONS 24 Sample Clauses

CERTAIN DEFINITIONS 24. Section 1.1 Certain Defined Terms 24 Section 1.2 Computation of Time Periods 52 Section 1.3 Construction 52 Section 1.4 Accounting Terms 53 ARTICLE II AMOUNTS AND TERMS OF THE ADVANCES 53 Section 2.1 Establishment of the Credit Facility 53 Section 2.2 The Advances 53 Section 2.3 Use of Proceeds 54 Section 2.4 Making the Advances 54 Section 2.5 Fees 55 Section 2.6 Borrowing Base 56 Section 2.7 Repayment of the Advances 56 Section 2.8 Application of Prepayment of Advances 59 Section 2.9 Mandatory Prepayments of Advances 59 Section 2.10 Optional Prepayments; Removal of Collateral 59 Section 2.11 Determination of Interest Rate 60 Section 2.12 Payments and Computations 63 Section 2.13 Payment on Non-Business Days 64 Section 2.14 Taxes 64 Section 2.15 Defaulting Lenders 68 Section 2.16 Security Interest 69 Section 2.17 Limited Pledge of Fannie Mae Servicing 70 ARTICLE III CONDITIONS OX XXXXING AND CLOSING 71 Section 3.1 Conditions Precedent to Closing 71 Section 3.2 Conditions Precedent to All Advances 73 ARTICLE IV REPRESENTATIONS AND WARRANTIES 74 Section 4.1 Representations and Warranties of the Borrower 74 ARTICLE V COVENANTS 81 Section 5.1 Affirmative Covenants 81 Section 5.2 Negative Covenants 87 ARTICLE VI EVENTS OF DEFAULT 90 Section 6.1 Events of Default 90 Section 6.2 Remedies 93 -ii- 742613903 21686243
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Related to CERTAIN DEFINITIONS 24

  • Certain Definitions For purposes of this Agreement, the following terms have the meanings indicated:

  • Certain Defined Terms As used in this Agreement, the following terms shall have the following meanings:

  • Captions: Certain Definitions The captions of the various sections and paragraphs of this Agreement have been inserted only for the purposes of convenience; such captions are not a part of this Agreement and shall not be deemed in any manner to modify, explain, enlarge or restrict any of the provisions of this Agreement. As used in this Agreement the term “person” shall mean and include an individual, a partnership, a joint venture, a corporation, a limited liability company, a trust, an unincorporated organization and a government or any department or agency thereof.

  • Certain Defined Terms Used in Lock-up Agreement For purposes of the letter agreement to which this Annex A is attached and of which it is made a part:

  • Amendment of Certain Definitions Section. ------------------------------------------

  • ARTICLE I DEFINITIONS 1 SECTION 1.01.

  • Certain Definitions; Interpretation (a) For purposes of this Agreement, the following terms shall have the following meanings:

  • 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.

  • Incorporation of Certain Definitions by Reference Each capitalized term used herein and not otherwise defined herein shall have the meaning provided therefor (including by incorporation by reference) in the Related Documents.

  • Certain Additional Definitions As used in this Agreement, the following terms shall have the respective meanings ascribed thereto in the respective sections of this Agreement set forth opposite each such term below: Term Section Accounting Firm Section 2.7(c)(iv) Agreement Preamble Budget Commitment Section 2.8(b) Certificate of Merger Section 2.4 CGCL Section 3.2(a) Change in the Company Recommendation Section 6.4(b) Claim Certificate Section 9.4(a) Claim Dispute Notice Section 9.4(b) Closing Section 2.3 Closing Date Section 2.3 Closing Date Schedule Section 2.7(b) Company Preamble Company Board of Directors Section 4.2(a) Company Board Recommendation Section 4.2(b) Company Certificates Section 2.6(b)(ii) Company Disclosure Schedule Article IV Company Financial Statements Section 4.5(a) Company Indemnified Parties Section 6.6(a) Company Material Contract(s) Section 4.14(a) Company Stockholder Approval Recitals Consideration Spreadsheet Section 6.12 Continuing Employee Section 6.13(a) Determination Section 2.7(c)(iv) Dispute Notice Section 2.7(c)(ii) Dissenting Shares Section 3.2(a) Effective Time Section 2.4 Effectiveness Period Section 2.9(d) Employee Options Payment Amount Section 3.1(a)(iii) Enforceability Exceptions Section 4.2(a) Equityholders Representative Recitals Estimated Closing Debt Section 2.7(a) Estimated Net Working Capital Amount Section 2.7(a) Estimated Net Working Capital Deficit Section 2.7(a) Estimated Net Working Capital Surplus Section 2.7(a) Estimated Unpaid Company Transaction Expenses Section 2.7(a) Excess Payment Section 2.7(d)(ii) Expiration Date Section 9.1 FCPA Section 4.22(a) Holder of Registrable Securities Section 2.9(g) Indemnitee Section 9.5 Indemnitor Section 9.5 Invoice Section 6.10 Joinder and Release Agreement Recitals Lease Section 4.15 Leased Real Property Section 4.15 Letter of Transmittal Section 3.1(b)(i) Liens Section 4.11(e) Major Suppliers Section 4.23 Material Product and Trial Information Section 4.21(g) Merger Recitals Term Section Merger Sub Preamble New Plans Section 6.13(b) 6.13(b) Non-Competition and Non-Solicitation Agreements Recitals Non-Solicitation Agreement Recitals Offer Letter Recitals Option Cancellation Agreement Section 3.1(a)(iii) Option Consideration Section 2.6(d)(i) Option Payment Section 2.6(d)(i) Option Shares Section 2.6(d)(i) Optionholder Section 2.6(d)(i) Optionholder Deliverables Section 3.1(b)(ii)B Options Payment Amount Section 2.6(d)(i) Outside Date Section 8.1(d) Parent Preamble Parent Acquisition Section 2.8(c)(ii) Parent Disclosure Schedule Article V Parent Prepared Returns Section 6.8

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