Sale Characterization. The Seller shall not treat the transactions contemplated by this Agreement (other than for tax or accounting purposes) in any manner other than as a true sale, contribution or absolute assignment of the title to and sole record and beneficial ownership interest of the Transferred Collateral Obligations Conveyed or purported to be Conveyed hereunder; provided that the Seller may consolidate the Purchaser and/or its properties and other assets for accounting purposes in accordance with GAAP.
Appears in 5 contracts
Samples: Sale and Contribution Agreement (Golub Capital Direct Lending Corp), Sale and Contribution Agreement (Golub Capital BDC 4, Inc.), Sale and Contribution Agreement (Golub Capital BDC 3, Inc.)
Sale Characterization. The Seller shall not make statements or disclosures, or treat the transactions contemplated by this Agreement (other than for tax or accounting purposes) in any manner other than as a true sale, contribution or absolute assignment of the title to and sole record and beneficial ownership interest of the Transferred Collateral Obligations Conveyed or purported to be Conveyed hereunder; provided that the Seller may consolidate the Purchaser and/or its properties and other assets for accounting purposes in accordance with GAAP.
Appears in 5 contracts
Samples: Sale and Contribution Agreement (Vista Credit Strategic Lending Corp.), Sale and Contribution Agreement (AB Private Credit Investors Corp), Sale and Contribution Agreement (FS Investment Corp III)
Sale Characterization. The Seller shall not make statements or disclosures, or treat the transactions contemplated by this Agreement (other than for tax (as appropriate) or accounting purposes) in any manner other than as a true sale, contribution or absolute assignment of the title to and sole record and beneficial ownership interest of the Transferred Collateral Obligations Conveyed or purported to be Conveyed hereunderLoans; provided that the Seller may consolidate the Purchaser and/or its properties and other assets for accounting purposes in accordance with GAAPGAAP and shall, in any such consolidated financial statement of the Seller, disclose appropriately in a footnote that such Transferred Collateral Loans are owned by the Purchaser.
Appears in 3 contracts
Samples: Loan Sale and Contribution Agreement (Saratoga Investment Corp.), Sale and Contribution Agreement (Apollo Debt Solutions BDC), Loan Sale and Contribution Agreement (Saratoga Investment Corp.)
Sale Characterization. The Seller shall not make statements or disclosures, or treat the transactions contemplated by this Agreement (other than for tax or accounting purposes) in any manner other than as a true sale, contribution or absolute assignment of the title to and sole record and beneficial ownership interest of the Transferred Collateral Obligations Assets Conveyed or purported to be Conveyed hereunder; provided that the Seller may consolidate the Purchaser and/or its properties and other assets for accounting purposes in accordance with GAAP.
Appears in 3 contracts
Samples: Sale and Contribution Agreement (FS Investment Corp III), Sale and Contribution Agreement (FS Investment Corp II), Sale and Contribution Agreement (FS Energy & Power Fund)
Sale Characterization. The Seller shall not make statements or disclosures, prepare any financial statements or in any other respect account for or treat the transactions contemplated by this Agreement (other than including for accounting, tax or accounting and reporting purposes) in any manner other than as a true sale, contribution sale or absolute assignment of the title to and sole record and beneficial ownership interest of the Transferred Collateral Obligations Conveyed Receivables, Contracts and Leased Vehicles sold or purported to be Conveyed sold hereunder; provided that the Seller may consolidate the Purchaser and/or its properties and other assets for accounting purposes in accordance with GAAP.
Appears in 3 contracts
Samples: Receivables Sale Agreement (Motor Coach Industries International Inc), Receivables Sale Agreement (Motor Coach Industries International Inc), Receivables Sale Agreement (Motor Coach Industries International Inc)
Sale Characterization. The Seller shall not make statements or disclosures, or treat the transactions contemplated by this Agreement (other than for tax or accounting purposes) in any manner other than as a true sale, contribution or absolute assignment of the title to and sole record and beneficial ownership interest of the Transferred Collateral Obligations Portfolio Investments Conveyed or purported to be Conveyed hereunder; provided that the Seller may consolidate the Purchaser and/or its properties and other assets for accounting purposes in accordance with GAAP.
Appears in 3 contracts
Samples: Sale and Contribution Agreement (Carey Credit Income Fund 2016 T), Sale and Contribution Agreement (FS Investment Corp III), Sale and Contribution Agreement (FS Investment Corp II)
Sale Characterization. The Seller shall not make statements or disclosures, or treat the transactions contemplated by this Agreement (other than for tax (as appropriate) or accounting purposes) in any manner other than as a true sale, contribution or absolute assignment of the title to and sole record and beneficial ownership interest of the Transferred Collateral Obligations Conveyed or purported to be Conveyed hereunderAssets; provided that the Seller may consolidate the Purchaser and/or its properties and other assets for accounting purposes in accordance with GAAPGAAP and shall, in any such consolidated financial statement of the Seller, disclose appropriately in a footnote that such Transferred Assets are owned by the Purchaser.
Appears in 2 contracts
Samples: Sale and Contribution Agreement (Kennedy Lewis Capital Co), Sale and Contribution Agreement (Apollo Debt Solutions BDC)
Sale Characterization. The Seller shall not make statements or disclosures, or treat the transactions contemplated by this Agreement (other than for tax Tax or accounting purposes) in any manner other than as a true sale, contribution or absolute assignment of the title to and sole record and beneficial ownership interest of the Transferred Collateral Obligations Conveyed or purported to be Conveyed hereunder; provided that the Seller may consolidate the Purchaser and/or its properties and other assets for accounting purposes in accordance with GAAP.
Appears in 2 contracts
Samples: Sale and Contribution Agreement (FS Global Credit Opportunities Fund-A), Sale and Contribution Agreement (FS Investment Corp II)
Sale Characterization. The Seller shall not make statements or disclosures, or treat the transactions contemplated by this Agreement (other than for tax or accounting Tax purposes) in any manner other than as a true sale, contribution or absolute assignment of (or in the case of the Participated Collateral Obligations, a sale of a Participation Interest in) the title to and sole record and beneficial ownership interest of the Transferred Collateral Obligations Conveyed or purported to be Conveyed hereunder; provided that that, the Seller may consolidate with the Purchaser and/or its properties and other assets for accounting purposes in accordance with GAAP.
Appears in 1 contract
Samples: Sale and Contribution Agreement (New Mountain Finance Corp)
Sale Characterization. The Seller shall not make statements or disclosures, or treat the transactions contemplated by this Agreement (other than for tax or accounting purposes) in any manner other than as a true sale, contribution sale or absolute assignment of the title to and sole record and beneficial ownership interest of the Transferred Collateral Obligations Loans Conveyed or purported to be Conveyed hereunder; provided that the Seller may consolidate the Purchaser and/or its properties and other assets for accounting purposes in accordance with GAAP.
Appears in 1 contract
Sale Characterization. The Seller shall not make statements or disclosures, or treat the transactions contemplated by this Agreement (other than for tax or consolidated accounting purposes) in any manner other than as a true sale, contribution or absolute assignment of the title to and sole record and beneficial ownership interest of the Transferred Collateral Obligations Assets (which, with respect to any Lender, shall only be to the extent of the Seller’s interest therein) Conveyed or purported to be Conveyed hereunder; provided that the Seller may consolidate the Purchaser and/or its properties and other assets for accounting purposes in accordance with GAAP.
Appears in 1 contract
Samples: Sale and Purchase Agreement (AMG Comvest Senior Lending Fund)
Sale Characterization. The Seller shall not make statements or disclosures, or treat the transactions contemplated by this Agreement (other than for tax or accounting purposes) in any manner other than as a true sale, contribution or absolute assignment of the title to and sole record and beneficial ownership interest of the Transferred Collateral Obligations Conveyed or purported to be Conveyed hereunderLoans; provided that the Seller may consolidate the Purchaser and/or its properties and other assets for accounting purposes in accordance with GAAPGAAP and shall, in any such consolidated financial statement of the Seller, disclose appropriately in a footnote that such Transferred Collateral Loans are owned by the Purchaser.
Appears in 1 contract
Samples: Sale and Contribution Agreement (Business Development Corp of America)
Sale Characterization. The Seller shall not make statements or disclosures, or treat the transactions contemplated by this Agreement (other than for tax or accounting purposes) in any manner other than as a true sale, contribution or absolute assignment of the title to and sole record and beneficial ownership interest of the Transferred Collateral Obligations Conveyed or purported to be Conveyed hereunderObligations; provided that the Seller may consolidate the Purchaser and/or its properties and other assets for accounting purposes in accordance with GAAPGAAP and shall, in any such consolidated financial statement of the Seller, disclose appropriately in a footnote that such Transferred Collateral Obligations are held by the Purchaser.
Appears in 1 contract
Samples: Sale and Contribution Agreement (Business Development Corp of America)