Master Agreement Clarification Sample Clauses

Master Agreement Clarification. Snake River, ASC, the Collateral Trust and Amalgamated agree that with regard to satisfaction of the condition precedent specified in Section 5.01(f) of the Master Agreement in respect to the payment by Amalgamated of all distributions owed to the Collateral Trust and Snake River pursuant to Section 9.3 of the Company Agreement through and including the Closing Date (the "Amalgamated Distribution Condition Precedent"), the Amalgamated Distribution Condition Precedent will be satisfied so long as Amalgamated has paid the amount of $2,113,542 to the Collateral Trust for each month in 2018 beginning in January 2018 and ending on the Closing Date, and has paid the amount of $111,239 to Snake River for each month in 2018 beginning in January 2018 and ending on the Closing Date (collectively, the "Amalgamated 2018 Required Distributions"). Snake River, ASC, the Collateral Trust and Amalgamated agree that such payment by Amalgamated of the Amalgamated 2018 Required Distributions shall be in lieu of the distributions which otherwise would be required to be paid by Amalgamated in 2018 pursuant to the provision of Section 9.3 of the Company Agreement through and including the Closing Date (including, without limitation and for the avoidance of doubt, distributions which would otherwise be determined based on a calculation of Distributable Cash (as defined in the Company Agreement) for the period from January 1, 2018 through and including the Closing Date), and such payment by Amalgamated of the Amalgamated 2018 Required Distributions shall (i) satisfy the Amalgamated Distribution Condition Precedent; (ii) eliminate the need for a Beet Payment Reduction (as defined in the Company Agreement) under Section 6.3(xx) of the Company Agreement; and (iii) not trigger any option right of Valhi (or other holder(s) of the AGM Interest) under the "snap-back" provisions of Section 19.1 of the Company Agreement.
Sample 1
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Related to Master Agreement Clarification

  • Master Agreement Where one of the Parties to the Agreement is domiciled in the United States, the Parties intend that the Agreement shall be a master agreement, as referred to in 11 U.S.C. Section 101(53B)(C) and 12 U.S.C. Section 1821(e)(8)(D)(vii).

  • ISDA Master Agreement Where the Investment Adviser permits the Local Manager under the Investment Guidelines to enter into derivative transactions, these may be of the type that may be governed by the ISDA Master Agreement. The ISDA Master Agreement is a standard agreement commonly used in the derivatives market which sets forth key provisions governing the contractual relationship between the parties to such agreement, including each of their rights, liabilities and obligations. If the Local Manager enters into derivative transactions on the Investment Adviser’s behalf, the Local Manager may also enter into a Credit Support Annex. The Credit Support Annex is an annex to the ISDA Master Agreement and is used to document bilateral credit support arrangements between parties for transactions governed by an ISDA Master Agreement. On each date on which a derivatives transaction is entered into, the Investment Adviser will be deemed to have given various representations and undertakings to each counterparty with whom the Local Manager enters into an ISDA Master Agreement on the Investment Adviser’s behalf. In certain circumstances, the Investment Adviser may be required to pay an additional amount or receive a payment from which an amount is required to be deducted or withheld, in each case in respect of any deduction or withholding for on account of any tax, or be required to pay any stamp tax levied or imposed in respect of the execution or performance of the ISDA Master Agreement. Markets and exchanges require that anyone trading in derivatives must advance collateral as security for initial and variation margin requirements. The Local Manager has been authorised to instruct the Investment Adviser’s custodian to advance cash or other collateral acceptable to the counterparty or broker to meet margin payments as required by the rules and regulations of any market or exchange on which derivatives are dealt by the Local Manager as the Investment Adviser’s agent. If, under the rules and regulations of any exchange or market, adverse price movements occur and margin calls are made and insufficient funds are available in the Portfolio to meet such margin calls, the Local Manager may request that the Investment Adviser make additional funds immediately available until assets can be realised to cover the related margin call. If the Investment Adviser fails to makes such funds available, the Investment Adviser’s positions may be closed out and liquidated, resulting in a loss to the Portfolio for which the Local Manager shall not be liable.

  • Application to Master Agreement For the avoidance of doubt, Clause 21.5 does not apply in respect of sums due from the Borrower to the Swap Bank under or in connection with the Master Agreement as to which sums the provisions of section 8 (Contractual Currency) of the Master Agreement shall apply.

  • Application to Master Agreements For the avoidance of doubt, Clause 21.4 does not apply in respect of sums due from the Borrower to a Swap Counterparty under or in connection with a Master Agreement as to which sums the provisions of section 8 (Contractual Currency) of that Master Agreement shall apply.

  • Master Services Agreement This Agreement is a master agreement governing the relationship between the Parties solely with regard to State Street’s provision of Services to each BTC Recipient under the applicable Service Modules.

  • Letter Agreement The Company shall have entered into the Letter Agreement on terms satisfactory to the Company.

  • Collaboration Agreement The Collaboration Agreement shall not have been terminated in accordance with its terms and shall be in full force and effect.

  • Letter Agreements The Company shall not take any action or omit to take any action which would cause a breach of any of the Letter Agreements executed and will not allow any amendments to, or waivers of, such Letter Agreements without the prior written consent of the Representative.

  • Transitional Services Agreement Seller shall have executed and delivered the Transitional Services Agreement.

  • Manufacturing Agreement Each of the Sellers (as applicable) shall have executed and delivered to the Buyer the Manufacturing Agreement with respect to the portion of the Business conducted at the applicable Facility.

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