Related Transactions Clause Samples
The Related Transactions clause defines how the agreement addresses transactions that are connected or associated with the main contract. It typically specifies whether certain rights, obligations, or restrictions extend to deals involving affiliates, subsidiaries, or other parties linked to the primary transaction. For example, it may clarify if non-compete or confidentiality provisions apply to business conducted with related entities. This clause ensures that the parties understand the scope of the agreement as it pertains to interconnected dealings, thereby preventing loopholes and maintaining the intended protections or limitations across all relevant transactions.
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Related Transactions. 10 3.10 Insurance.............................................................................10 3.11
Related Transactions. The Company shall have consummated the sale of the entire principal amount of the Bonds scheduled to be sold on the date of the Closing to the Purchasers pursuant to this Agreement; provided that if the condition set forth in this Section 4.6 is not satisfied as a result of the failure of any Purchaser to purchase any Bonds that it is obligated to purchase under this Agreement, then another Institutional Investor approved by the Company may purchase the Bonds scheduled to be purchased by the defaulting Purchaser on the date of the Closing and any such purchase shall be deemed to satisfy the requirement of this Section 4.6. Section 4.7.
Related Transactions. The Company shall have consummated the sale of the entire principal amount of the Notes scheduled to be sold on the date of the Closing pursuant to this Agreement.
Related Transactions. All transactions contemplated by the Operative Documents to be consummated on or prior to the date hereof have been so consummated (including, without limitation, the disbursement and transfer of all funds in connection therewith) in all material respects pursuant to the provisions of the applicable Operative Documents, true and complete copies of which have been delivered to Agent, and in compliance with all applicable Law, except for such Laws the noncompliance with which would not reasonably be expected to have a Material Adverse Effect.
Related Transactions. The Related Transaction set forth in Section 4.3 shall be consummated concurrently with the Closing.
Related Transactions. (a) The IITRI Acquisition shall have been consummated in accordance with the Acquisition Documents. No material term or condition of the Acquisition Documents shall have been amended, modified, supplemented or waived, other than as the same may be or may have been amended as of the Closing pursuant to the terms and conditions of the applicable Acquisition Document (true and correct copies of which have been or will be provided to you on or prior to Closing). The purchase price of the Acquired Business shall be paid at the time of the Closing as follows: (i) an aggregate of $56,000,000 shall be paid in cash in immediately available funds, (ii) an aggregate of $39,900,000 shall be paid by the issuance of the Seller Notes, each in the form of Exhibit 5.3(a) attached hereto, and (iii) an aggregate of $_________ shall be paid by the issuance of the Notes hereunder. The terms of the Acquisition Documents shall be satisfactory to you in all material respects.
(b) The debt and equity capitalization of the Company and each of its Subsidiaries shall be satisfactory to you in all material respects. Without limiting the generality of the foregoing, after giving effect to the IITRI Acquisition, as of the Closing, the Company shall not have any outstanding Indebtedness other than that evidenced by the Notes and that which is specified on Exhibit 5.3(b) attached hereto.
(c) The Bank Documents shall have been executed and delivered and shall be in full force and effect. The Company shall have established pursuant thereto (i) a $25,000,000 five-year senior secured revolving credit facility, and (ii) a $35,000,000 five-year senior secured term loan facility. The terms of the Bank Documents, including, without limitation, those pursuant to which the Notes are subordinated to the Bank Secured Obligations, shall be satisfactory to you in all material respects.
(d) The Organizational Documents of the Company and its Subsidiaries shall be satisfactory to you in all material respects.
(e) You, the ESOP and each other holder of any Shares (or warrants or options therefor) issued by the Company shall have entered into a rights agreement in substantially the form of Exhibit 5.3(e) attached hereto (the "Rights Agreement"), the terms of which shall be satisfactory to you and which shall be in full force and effect.
(f) You, the ESOP and the Company shall have entered into a Warrant in substantially the form of Exhibit 2(b) attached hereto, the terms of which shall be satisfactory to y...
Related Transactions. Section 3.9 of the Disclosure Schedule sets -------------------- forth a true, correct and complete description of any Contractual Obligation or transaction, not fully discharged or consummated, as the case may be, on or before the beginning of the Company's current fiscal year, between the Company or any of its Subsidiaries and any of its officers, directors, employees, stockholders, or any Affiliate of any thereof (other than reasonable compensation for services as officers, directors and employees and reimbursement for out-of-pocket expenses reasonably incurred in support of the Company's business), now existing or which, at any time since its organization, existed or occurred, including without limitation any providing for the furnishing of services to or by, providing for rental of property, real, personal or mixed, to or from, or providing for the lending or borrowing of money to or from or otherwise requiring payments to or from, any officer, director, stockholder or employee, or any Affiliate of any thereof. All such Contractual Obligations and transactions were and are on terms and conditions no less favorable to the Company or any of its Subsidiaries than would be customary for such between Persons who are not Affiliates or upon terms and conditions on which similar Contractual Obligations and transactions with Persons who are not Affiliates could fairly and reasonably be expected to be entered into, except as otherwise set forth in Section 3.9 of the Disclosure Schedule.
Related Transactions. In addition to the purchase and sale of the Purchased Assets, the following actions shall take place contemporaneously at the Closing (collectively, the "Related Transactions"):
Related Transactions. The Adviser’s authority hereunder shall not be impaired because of the fact that the Adviser may affect transactions with respect to securities for the Adviser’s own account or for the accounts of others under management which are identical or similar to securities as to which the Adviser may affect transactions for the Account at the same or different times.
Related Transactions. It is aware that each other party to this Agreement and its Affiliates may from time to time (A) take positions in instruments that are identical or economically related to a Transaction or (B) have an investment banking or other commercial relationship with the issuer of an instrument underlying a Transaction.