Conditions Applicable to all Transactions Sample Clauses

Conditions Applicable to all Transactions. (a) Any transaction effected under this Article VI shall be conducted on an arm’s-length basis, and, if effected with a Person affiliated with the Collateral Advisor, the Issuer or the Collateral Agent, shall be effected in a primary or secondary market transaction on terms as favorable to the Issuer as would be the case if such Person were not so affiliated; provided, however, that after the Closing Date, the Collateral Advisor and its Affiliates may, as principals or for their own accounts, sell Collateral Debt Securities or enter into any Hedge Agreements with the Issuer if and to the extent such transactions comply with the Investment Advisers Act; provided, further, that the Collateral Advisor may, on behalf of the Issuer, sell Collateral Debt Securities or enter into Hedge Agreements with other entities for which it, or an Affiliate, acts as an investment advisor; provided, further, that the Collateral Advisor will be permitted to acquire an obligation on behalf of the Issuer to be included in the Collateral from its Permitted Affiliates as principal or as agent or to sell an obligation to its Permitted Affiliates as principal or agent subject to the Investment Advisers Act; and provided, further, that the Collateral Advisor may acquire an obligation on behalf of the Issuer to be included in the Collateral from itself or from any of its Affiliates that are not Permitted Affiliates, or from funds or accounts for which the Collateral Advisor or any of its Affiliates acts as investment adviser or sell an obligation on behalf of the Issuer to itself, or to any of its Affiliates that are not Permitted Affiliates or to funds or accounts for which the Collateral Advisor or any of its Affiliates acts as an investment adviser; provided, however, that any such acquisition or disposition must be approved by the board of directors of the Issuer. Notwithstanding the foregoing, prior to selling any Collateral Debt Securities to any Person affiliated with the Collateral Advisor (other than a Permitted Affiliate), the Collateral Advisor shall use its reasonable efforts to solicit bids from two non-affiliated Persons; provided that transactions with Permitted Affiliates shall be conducted as arm’s-length transactions; and provided, further, that in the event that the Collateral Advisor is unable, in its good faith determination, to obtain two bids from non-affiliated Persons, the Collateral Advisor shall use its reasonable efforts to solicit bids from a non-affiliate...
Sample 1
AutoNDA by SimpleDocs

Related to Conditions Applicable to all Transactions

  • Conditions Applicable to All Sale and Purchase Transactions (a) Any transaction effected under this Article XII or in connection with the acquisition, disposition or substitution of any Asset shall be conducted on an arm’s length basis and, if effected with an Affiliate of the Collateral Manager (or with an account or portfolio for which the Collateral Manager or any of its Affiliates serves as investment adviser), shall be effected in accordance with the requirements of Section 5 of the Collateral Management Agreement on terms no less favorable to the Issuer than would be the case if such Person were not an Affiliate of the Collateral Manager; provided that the Trustee shall have no responsibility to oversee compliance with this clause (a) by the other parties. Any sale of a Collateral Obligation or an Equity Security (other than a Substitute Collateral Obligation) to the Collateral Manager, an Affiliate of the Collateral Manager or an Affiliate of the Issuer shall be at a purchase price at least equal to the current Fair Market Value of such Collateral Obligation or Equity Security and certified by the Collateral Manager to the Trustee.

  • Provisions Applicable to All Transfers and Exchanges (i) Subject to this Section 2.10, Physical Notes and beneficial interests in Global Notes may be transferred or exchanged from time to time and the Registrar will record each such transfer or exchange in the Register.

  • Conditions Precedent to all Transactions Buyer’s agreement to enter into each Transaction (including the initial Transaction) is subject to the satisfaction of the following further conditions precedent, both immediately prior to entering into such Transaction and also after giving effect to the consummation thereof and the intended use of the proceeds of the sale:

  • Requirements Applicable to All Dispositions and Admissions Any Disposition of Membership Interests and any admission of an Assignee as a Member shall also be subject to the following requirements, and such Disposition (and admission, if applicable) shall not be effective unless such requirements are complied with:

  • General Provisions Applicable to Loans 49 5.1 Fees............................................................. 49 5.2 Interest Rates and Payment Dates................................. 50 5.3

  • General Provisions Applicable to Loans and Letters of Credit 4.1. Interest Rates and Payment Dates

  • Limitations Applicable to Section 16 Persons Notwithstanding any other provision of the Plan or this Agreement, if Participant is subject to Section 16 of the Exchange Act, the Plan, the Option and this Agreement shall be subject to any additional limitations set forth in any applicable exemptive rule under Section 16 of the Exchange Act (including any amendment to Rule 16b-3 of the Exchange Act) that are requirements for the application of such exemptive rule. To the extent permitted by applicable law, this Agreement shall be deemed amended to the extent necessary to conform to such applicable exemptive rule.

  • Terms and Conditions Applicable to Assignment and Subletting (a) Regardless of Lessor's consent, any assignment or subletting shall not (i) be effective without the express written assumption by such assignee or sublessee of the obligations of Lessee under this Lease, (ii) release Lessee of any obligations hereunder, nor (iii) alter the primary liability of Lessee for the payment of Base Rent and other sums due Lessor hereunder or for the performance of any other obligations to be performed by Lessee under this Lease.

  • All Transactions The obligation of Buyer to enter into each Transaction pursuant to this Agreement is subject to the following conditions precedent:

  • Certain Undertakings Relating to Separateness Without limiting any, and subject to all, other covenants of the Borrower, the Equityholder and the Servicer contained in this Agreement, the Borrower (the Servicer in acting on behalf or for the benefit of the Borrower and the Equityholder in acting on behalf of the Borrower as the equityholder in the Borrower) shall conduct its business and operations separate and apart from that of any other Person (including the Equityholder and any of their Affiliates) and in furtherance of the foregoing:

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!