Nature of Transactions. (a) The relationship established by this Agreement and the other Warehouse Documents between Bank and Seller is that of a seller and purchaser of Participation Interests in Mortgage Loans, and not that of a lender and borrower. Subject to Section 10.17(b), it is the intention of Bank and Seller that: (i) the purchase and sale of each Participation Interest hereunder shall be treated and construed as a sale by Seller to Bank, and the purchase by Bank from Seller, of a certain undivided percentage ownership interest in the related Mortgage Loan and the related Mortgage Loan Documents; and (ii) each sale of a Participation Interest by Seller to Bank, and each purchase of a Participation Interest by Bank from Seller, is a sale of an undivided interest in a promissory note to Bank, and that pursuant to Section 9.109 of the UCC of the State of Texas, Bank and Seller’s characterization of each such sale and purchase of a Participation Interest as a purchase and sale of such Participation Interest shall be conclusive that (A) the transaction is a sale and is not a secured transaction and (B) legal and equitable title has passed to Bank in the Mortgage Loan and Mortgage Loan Documents in which Bank acquired such Participation Interest.
Nature of Transactions. Such Noteholder had a sufficient amount of time to consider whether to participate in the transactions contemplated by this Agreement, and none of the Company or its respective affiliates and representatives has placed any pressure on such Noteholder to respond to the opportunity to participate in such transactions. The Noteholder acknowledges that the terms of such transactions have been mutually negotiated between such Noteholder and the Company.
Nature of Transactions. The parties intend that the Merger shall constitute a purchase under GAAP and a tax-free reorganization under the Internal Revenue Code of 1986, as amended.
Nature of Transactions. (i) The Parties intend and expect that each transaction involving the purchase and sale of Oil contemplated hereunder and under any other Transaction Document constitutes a purchase and sale of Oil between them in all respects. However, in the event that any transaction or series of transactions involving the purchase and sale of any Oil hereunder or under any other Transaction Document is recharacterized by any court, bankruptcy trustee or similar authority having competent jurisdiction over the Parties to constitute a loan, financing or other financial accommodation from JPM CCC to Purchaser, then Purchaser shall be deemed to have granted to JPM CCC a valid, enforceable, perfected first-priority security interest in and lien on all of Purchaser’s right, title and interest in and to all such Oil and all products and proceeds thereof before title to any of the foregoing passes from JPM CCC to Purchaser in accordance with Section 2.4 (such Oil, “Supplier Oil”) as security for the payment and performance of all of Purchaser’s obligations under this Agreement and the other Transaction Documents, which liens shall be automatically released when title to the Supplier Oil passes to Purchaser in accordance with Section 2.4.
Nature of Transactions. Notwithstanding that that a Margin CFD transaction is between PKF Capital and the client gains no ownership rights on the underlying instrument. PKF Capital run a Direct Market Access (DMA) model where it takes a physical position in the underlying instrument for every CFD position.
Nature of Transactions. Pursuant to the Commercial Factoring Business Framework Agreement, Shenzhen Jingneng Leasing agreed to provide factoring business services to the Group with respect to the New Energy Subsidy Receivables. Shenzhen Jingneng Leasing may, from time to time, enter into separate individual factoring agreement(s) with the Company and/or its subsidiaries for the provision of the factoring business services, provided that the principles as agreed in the Commercial Factoring Business Framework Agreement must be followed. No security over assets or other guarantees will be required to be provided by the Group for obtaining the factoring business services arising from the Commercial Factoring Business Framework Agreement. However, in the event where such guarantee is required by Shenzhen Jingneng Leasing, Shenzhen Jingneng Leasing shall separately negotiate with the Company and it shall fully comply with the requirements under the Listing Rules.
Nature of Transactions. Under the New Financial Service Agreement, MCC Finance agreed to provide loan and bill discounting services to MCC Amperex on normal commercial terms, and MCC Amperex agreed to pay interests to MCC Finance in this regard. The parties will enter into specific agreements in relation to the transactions from time to time, which shall be subject to the principles under the New Financial Service Agreement. The entering into of the New Financial Service Agreement will not affect the right of either party to select transaction counterparties or conduct similar transactions with third parties. Pricing Basis The interests will be determined after negotiation between the parties by making reference to the benchmark lending rate for the same period as published by the PBOC, and shall not be lower than the interests paid by MCC Amperex to independent third parties for similar services. The interests will generally be paid on a monthly or quarterly basis, which shall be stipulated in the specific agreements to be entered into between the parties.
Nature of Transactions. Without the prior written consent of Xxxxxx, you will not submit Transactions for acquiring for any businesses, products, or methods of selling other than those set out in the Application.
Nature of Transactions. (a) The relationship established by this Agreement and the other Warehouse Documents between Bank and Seller is that of a seller and purchaser of Participation Interests in Mortgage Loans. It is the intention of Bank and Seller that (i) the purchase and sale of each Participation Interest hereunder shall for all purposes be treated and construed as a sale by Seller of a certain undivided percentage ownership interest in the related Mortgage Loan and the purchase by Bank of a certain undivided percentage ownership interest in the related Mortgage Loan, and (ii) each purchase of a Participation Interest by Bank and each sale of a Participation Interest by Seller is a sale of an undivided interest in a promissory note to Bank, and that pursuant to Section 9.109 of the UCC, Bank and Seller’s characterization of each such sale and purchase of a Participation Interest shall be conclusive that (A) the transaction is a sale and is not a secured transaction and (B) legal and equitable title has passed to Bank in the Mortgage Loan in which Bank acquired such Participation Interest. Notwithstanding any term, condition or other provision of this Agreement or the other Warehouse Documents, it is the intention of Seller and of Bank that nothing contained herein or in the other Warehouse Documents shall be construed in such a way as to constitute any transaction contemplated hereby as a loan or extension of credit from Bank to Seller.
Nature of Transactions. 40- 16.20. Stockholders Agent......................................... -40-
