Seller Transaction Documents Sample Clauses

Seller Transaction Documents. Seller shall have delivered to the Title Company or Purchaser, as applicable, all of the documents, instruments, agreements and deliverables set forth in Section 11(a) below.
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Seller Transaction Documents. 5.2 De Minimis Claim............................... 9.2(c) Shared Lot........................................................ 7.10(b)(iv)
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Seller Transaction Documents. Seller must have delivered or caused to be delivered each other document that Section 4.2(a) requires it to deliver, each in form and substance satisfactory to Purchaser and each such document must be in full force and effect.
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Seller Transaction Documents. The Sellers shall have executed and delivered all Seller Transaction Documents required to be executed and delivered prior to the Closing.
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Seller Transaction Documents. Seller shall have delivered to Purchaser all of the documents, instruments and agreements set forth in Section 20(a) below, provided, however, that the failure or inability to deliver any of the reliance letters referenced in Section 21(a)(vii) shall not be a condition precedent to Purchaser’s or Purchaser’s obligations under this Agreement.
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Seller Transaction Documents. Seller shall have, or shall have caused one of its Subsidiaries, as applicable, to have, duly authorized, executed and delivered the following agreements (collectively, the “Seller Transaction Documents”), substantially in the form attached to this Agreement as an Exhibit in the case of the following: (i) Warrant Agreement; (ii) Wafer Foundry Service Agreement; and (iii) Wafer Mask Production and Supply Agreement; substantially on the terms and conditions set forth on the applicable term sheet attached to this Agreement as an Exhibit, or the applicable term sheet contained in the Term Sheets for Operating Agreements attached as Exhibit E, and on such other terms and conditions as are reasonably acceptable to the parties in the case of the following: (iv) Intellectual Property License Agreement; (v) Trademark License Agreement; (vi) Securityholders Agreement; (vii) Building Lease Agreement; (viii) General Service Supply Agreement: (ix) IT & FA Service Agreement; (x) Land Lease and Easement Agreement; (xi) R&D Equipment Utilization Agreement; (xii) Joint Purchasing Agreement; (xiii) Overseas Sales Service Agreement; and (xiv) Service Agreement on General Administration and Industry Security; and in form and substance reasonably satisfactory to Purchaser in the case of the following: (xv) LSPA; and (xvi) Partition Agreement.
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Seller Transaction Documents. Buyer shall have received from Seller the executed Seller Transaction Documents.
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Seller Transaction Documents. 11 Sellers ...................................................1
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Related to Seller Transaction Documents

  • Other Transaction Documents Each representation and warranty made by the Servicer under each other Transaction Document to which it is a party (including, without limitation, the Purchase and Sale Agreement) is true and correct in all material respects as of the date when made.

  • Acquisition Documents (a) Borrowers and Guarantors have delivered, or caused to be delivered, to Agent, true, correct and complete copies of the Acquisition Documents. (b) The Acquisition Documents set forth the entire agreement and understanding of the parties thereto relating to the subject matter thereof, and there are no other agreements, arrangements or understandings, written or oral, relating to the matters covered thereby. (c) None of the Acquisition Documents have been amended or otherwise modified without the prior written consent of Agent. (d) The execution, delivery and performance of the Acquisition Documents have been duly authorized by all necessary action on the part of Parent and each of its Subsidiaries that is a party thereto and to the best of the knowledge of Borrowers and Guarantors, each other party thereto. Each of the Acquisition Documents is the legal, valid and binding obligation of the parties thereto, enforceable against such party in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium, liquidation or other similar laws affecting creditors' rights generally. All actions taken by Parent and its Subsidiaries pursuant or in connection with the purchase of the TUG Acquisition Assets and the Capital Stock of TUG NY, Clare, FMI Blocker, FMI Holdco and Sea Master Hong Kong have been taken in compliance with the terms of the Acquisition Documents. (e) No party to any of the Acquisition Documents is in default with respect to any of its obligations under such Acquisition Documents in any material respect and all representations and warranties made by the parties thereto in the Acquisition Documents and in the certificates delivered in connection therewith are true and correct as of the date hereof, except as waived in writing with the approval of Agent. The reports, financial statements, certificates and other written information with respect to the purchase of the TUG Acquisition Assets and the Capital Stock of TUG NY, Clare, FMI Blocker, FMI Holdco and Sea Master Hong Kong in connection with the Acquisition Documents, furnished to Agent by Borrowers, taken as a whole (as modified or supplemented by other written information so furnished), do not contain any material misstatement of fact or omit to state any material fact necessary to make the statements therein, in the light of the circumstances under which it was made, not misleading.

  • Formation Documents With respect to the Issuing Entity, the Certificate of Trust and the Trust Agreement, (ii) with respect to the Grantor Trust, the Grantor Trust Certificate of Trust and the Grantor Trust Agreement, and (iii) with respect to the Depositor, the certificate of formation of the Depositor filed in Delaware, dated as of January 4, 2019 and the amended and restated limited liability company agreement of the Depositor, dated as of March 27, 2019, made by the Sponsor, as member.

  • Transaction Documents This Agreement, the Pubco Documents and all other documents necessary or reasonably required to consummate the Transaction, all in form and substance reasonably satisfactory to Priveco, will have been executed and delivered by Pubco.

  • Description of the Transaction Documents The Transaction Documents will conform in all material respects to the respective statements relating thereto contained in the Offering Memorandum.