Disclosure of the Transactions Sample Clauses

Disclosure of the Transactions. The annual financial statements of the ------------------------------ Depositor will disclose the effects of the Transactions in accordance with generally accepted accounting principles. The transfer of the Loans by its stockholder to the Depositor pursuant to the Purchase Agreement will be treated as a purchase by the Depositor under generally accepted accounting principles. In particular, the financial statements of the Depositor will clearly indicate its existence separate from its stockholder and will reflect its separate assets and liabilities. None of such financial statements, nor any consolidated financial statements for its stockholder, will suggest in any way that the assets of the Depositor are available to pay the claims of creditors of its stockholder or any other entity. Any consolidated financial statements of its stockholder and its subsidiaries prepared for the benefit of third parties will disclose, through appropriate footnotes or otherwise, the separate corporate existence of the Depositor.
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Disclosure of the Transactions. The Seller will maintain separate financial statements from the LOL Companies. However, the Seller and certain affiliated entities may utilize consolidated financial statements for certain tax and reporting purposes. Any consolidated financial statements of the Seller will disclose, through appropriate footnotes or otherwise, the separate corporate existence of the Seller, that the Receivables have been sold or contributed to the Seller pursuant to the Purchase Agreement, and the interests of the Seller in the Receivables.
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Disclosure of the Transactions. 1. Seller has maintained or caused to be maintained and will maintain or cause to be maintained its accounts, books, records, and accounting records separate from those of any other person. Seller has prepared or caused to be prepared and will prepare or cause to be prepared financial statements showing its assets and liabilities separate and apart from those of any other person. Seller had not, has not and will not have its assets listed on the financial statements of any other person, except as required by generally accepted accounting principles; and any consolidated financial statements that include the assets of Seller have contained and will contain a note describing this transaction and indicating that the separate assets and liabilities of Seller have been consolidated therein and that Seller has separate financial statements. The separate financial statements of Seller have contained and will contain a note describing this transaction. Nothing contained in the financial statements of Seller has indicated or will indicate that the assets of Seller are available to pay creditors of any of the Affiliated Parties or of any affiliate of any of them other than to the extent that Seller may make distributions to its owners. Any separate financial statements of Seller will state (i) that the assets of any Originator and any Originator’s other affiliates are not available to pay Seller’s creditors; and (ii) that, except to the extent that Seller may make distributions to its owners as permitted by the Transaction Documents, its assets are not available to pay the creditors of any Originator or of any other affiliate of any Originator.
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Disclosure of the Transactions. 1. The transactions referred to in the Opinion (the “Transactions”) have been or will be publicly disclosed as follows the Transactions will be addressed in notes relating to Performance Guarantor’s securitization activities in its financial statements.
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Disclosure of the Transactions. The annual financial statements of the ------------------------------ Depositor will disclose the effects of the Transactions in accordance with generally accepted accounting principles. The transfer of the Loans by its stockholder to the Depositor pursuant to the Purchase Agreement will be treated as a purchase by the Depositor under generally accepted accounting principles. In particular, the financial statements of the Depositor will clearly indicate its existence separate from its stockholder and will reflect its separate assets and liabilities. None of such financial statements, nor any consolidated financial statements for its stockholder, will suggest in any way that the assets of the Depositor are available to pay the claims of creditors of its stockholder or any other entity. Any consolidated financial statements of its stockholder and its subsidiaries prepared for the benefit of third parties will disclose, through appropriate footnotes or otherwise, the separate corporate existence of the Depositor. -------------------------------------------------------------------------------- TRUST AGREEMENT between SLM FUNDING CORPORATION, as Depositor and CHASE MANHATTAN BANK USA, NATIONAL ASSOCIATION not in its individual capacity but solely as Eligible Lender Trustee Dated as of March 1, 1998 -------------------------------------------------------------------------------- TABLE OF CONTENTS -----------------
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Disclosure of the Transactions. 1. The transactions referred to in the Opinion (the “Transactions”) have been or will be publicly disclosed as follows: (a) the Transactions will be addressed in notes relating to Performance Guarantor’s securitization activities in its financial statements (on which Originator is consolidated); and (b) UCC financing statements will be filed to perfect the transfer (the “Transfer”) of receivables (the “Receivables”) by Originator to United Stationers Financial Services LLC (“Seller”) pursuant to the receivables sale agreement referred to in the Opinion (the “Receivables Sale Agreement”).
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Disclosure of the Transactions. 1. The transactions referred to in the Opinion (the “Transactions”) have been or will be publicly disclosed as follows: (a) the Transactions will be addressed in notes relating to Performance Guarantor’s securitization activities in its financial statements (on which Seller is consolidated); and (b) UCC financing statements will be filed to perfect the transfer (the “Transfer”) of receivables by the Originator to Seller pursuant to the receivables sales agreement referred to in the Opinion (the “Receivables Sale Agreement”) and the transfer of the Receivables together with a portfolio of additional receivables previously acquired by Seller (the “Receivables”) from Seller to United Stationers Receivables, LLC (the “SPV”) pursuant to the receivables purchase agreement referred to in the Opinion (the “Receivables Purchase Agreement”).
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Disclosure of the Transactions. 1. The transactions referred to in the Opinion (the “Transactions”) have been or will be publicly disclosed by the SPV as follows: (a) the Transactions will be addressed in notes relating to Performance Guarantor’s securitization activities in its financial statements (on which the SPV is consolidated) and (b) UCC financing statements will be filed to perfect the transfer (the “Transfer”) of receivables (the “Receivables”) by the Originator to United Stationers Financial Services LLC (“Seller”) pursuant to the receivables sale agreement referred to in the Opinion (the “Receivables Sale Agreement”) and subsequently the Receivables together with a portfolio of additional receivables previously acquired by Seller (the “Receivables”) by Seller to the SPV pursuant to the receivables purchase agreement referred to in the Opinion (the “Receivables Purchase Agreement”).
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Disclosure of the Transactions. The SPV Purchaser will maintain separate financial statements from the LOL Companies. However, the LOL Companies, the SPV Purchaser and certain affiliated entities may utilize consolidated financial statements for certain tax and reporting purposes. Any consolidated financial statements of any of the LOL Companies and the SPV Purchaser will disclose, through appropriate footnotes or otherwise, the separate corporate existence of the SPV Purchaser, that the Receivables have been sold or contributed to the SPV Purchaser pursuant to the Purchase Agreement, and the interests of the SPV Purchaser in the Receivables.
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Related to Disclosure of the Transactions

  • Consummation of the Transactions Subject to the terms and conditions of this Agreement, each party shall use its commercially reasonable efforts to cause the Closing to occur upon the terms and conditions set forth herein. FCG shall cooperate with the Investor, and the Investor shall cooperate with FCG, in filing any necessary applications, reports or other documents with, giving any notices to, and seeking any consents from, all Governmental Entities and all third parties as may be required in connection with the consummation of the transactions contemplated by this Agreement, and each party requesting such cooperation shall reimburse the other party's reasonable out-of-pocket expenses in providing such cooperation.

  • Transactions identified under Section 2 of this Agreement shall be deemed exception services ("Exception Services") when such transactions:

  • Closing of the Transactions The Transactions set forth in the Business Combination Agreement shall have been or will be consummated substantially concurrently with the Closing.

  • Consummation of the Transaction Each Party shall, and shall cause its respective Affiliates to, (i) make or cause to be made any filings to the extent required or requested of such Party or any of its Affiliates under any applicable Laws or by any Governmental Authority with competent jurisdiction with respect to this Agreement and the other Transaction Documents as promptly as is reasonably practicable; (ii) reasonably cooperate with the other Parties and furnish all information in such Party’s possession that is necessary in connection with any other Party’s filings; (iii) use commercially reasonable efforts to secure the expiration or termination of any applicable waiting period and clearance or approval by any relevant Governmental Authority with respect to this Agreement and the other Transaction Documents as promptly as is reasonably practicable (including, with respect to Acquirors, by refraining from acquiring or seeking to acquire any entity or assets (other than pursuant to the transactions contemplated by this Agreement) that would present a material risk of delaying or making it more difficult to secure such Required Approvals); (iv) promptly inform the other Parties of (and, at any other Party’s reasonable request, supply to such other Party) any communication (or other correspondence, submission or memoranda) from or to, and any proposed understanding or agreement with, any Governmental Authority in respect of any applicable filings; (v) comply, as promptly as is reasonably practicable and with due regard to maintaining the confidentiality of information that would be commercially harmful if publicly disclosed, with any requests received by such Party or any of its Affiliates under any Laws for additional information, documents, submissions or other materials; (vi) use commercially reasonable efforts to respond to and resolve any objections as may be asserted by any Governmental Authority with respect to this Agreement and the other Transaction Documents; and (vii) use commercially reasonable efforts to contest and resist any Proceeding instituted (or threatened in writing to be instituted) by any Governmental Authority challenging this Agreement and the other Transaction Documents as violative of any Law. Notwithstanding anything to the contrary in this Section 6.2, materials and information provided to another Party or its outside counsel may be redacted, or to the extent reasonably necessary withheld entirely, (x) to remove references or other information concerning the valuation of the Subject Interests, (y) as necessary to comply with contractual arrangements (other than any contractual arrangements specifically entered into in order to avoid disclosure under this Section 6.2) and (z) as necessary to address reasonable attorney-client or other privilege or confidentiality concerns. Notwithstanding anything to the contrary in this Agreement, no Acquiror, nor any of the Equity Investors, nor any of their respective Affiliates or Subsidiaries (including, for the avoidance of doubt, any direct or indirect portfolio companies of investment funds advised or managed by an Equity Investor or its Affiliates) will be required to sell, license, divest of, hold separate or dispose of its or any of its Affiliates’ businesses, product lines or assets or any interest therein.

  • Contemplated Transactions “Contemplated Transactions” shall mean the Merger and the other transactions contemplated by the Agreement.

  • Terms of the Transaction 9 2.1 Agreement to Sell and to Purchase the Securities................ 9 2.2

  • The Transactions a. The related Seller shall repurchase all Purchased Assets from Buyer on each related Repurchase Date. Each obligation to repurchase subsists without regard to any prior or intervening liquidation or foreclosure with respect to each Purchased Asset. The related Seller is obligated to obtain the Purchased Assets from Buyer or its designee at the related Seller's expense on (or after) the related Repurchase Date.

  • Closing of the Transaction All conditions precedent to effect the closing of the Transaction shall have been satisfied or waived (other than those conditions that, by their nature, may only be satisfied at the consummation of the closing of the Transaction but subject to satisfaction or waiver thereof).

  • Validity of Contemplated Transactions The execution, delivery and performance of this Agreement by Buyer, the execution, delivery and performance by Buyer of the Collateral Documents to which it is a party and the consummation of the Transactions do not and will not (a) contravene any provision of the organizational documents of Buyer, or (b) constitute a breach of, or result in a Default under, or cause the acceleration of any payments pursuant to, any agreement, contract, indenture, lease or mortgage to which Buyer is a party or by which either Buyer or its assets is bound, or violate any provision of any applicable Law, permit or license to which Buyer is subject, where any such breaches, Defaults or violations would materially impair the ability of Buyer to consummate and perform the Transactions.

  • Formation Transactions The Formation Transactions shall have been or shall be consummated substantially concurrently in accordance with the timing set forth in the respective Formation Transaction Documentation.

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