TRIP Holdings Purchase Obligation Sample Clauses

TRIP Holdings Purchase Obligation. Without limiting its rights to indemnification pursuant to Section 6.1, the Company shall have the right, at any time, to require TRIP Holdings to purchase any particular Transferred Railcars and the Transferred Leases effected hereunder if, as of the Transfer Date, any of TRIP Holdings’ representations, warranties, covenants or agreements contained in Article III with respect to the Transferred Railcars or the Transferred Leases are untrue or unperformed in any material respect (the “TRIP Purchase Obligation”). The TRIP Purchase Obligation may also be exercised by the Agent. Within thirty (30) days following notice by the Company or the Agent of its exercise of the TRIP Purchase Obligation under this Section 4.11, TRIP shall acquire the Transferred Assets subject of such TRIP Purchase Obligation from the Company for a purchase price equal to the Depreciated Appraised Value of such Transferred Assets, plus all costs and expenses, including, without limitation, interest, fees, and counsel expenses, incurred by the Company in connection with such Transferred Assets, by wire transfer in immediately available funds to the Collection Account and, upon receipt of such amounts in the Collection Account, the Company will transfer to TRIP the applicable Transferred Assets.
Sample 1
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Related to TRIP Holdings Purchase Obligation

  • Contribution Agreement The Agent shall have received an executed counterpart of the Contribution Agreement.

  • INVESTMENT MANAGEMENT AGREEMENT Separate written agreements entered into (i) by the Manager and the Master Fund and (ii) by the Manager and the Company, pursuant to which the Manager provides investment management services to the Master Fund.

  • Co-Sale Agreement The Co-Sale Agreement substantially in the form attached hereto as Exhibit D shall have been executed and delivered by the parties thereto.

  • Acquisition Agreement The Administrative Agent shall have received a fully executed or conformed copy of the Acquisition Agreement which shall be in full force and effect.

  • Receivables Purchase Agreement The Transferor, in its capacity as purchaser of Receivables from the RPA Seller under the Receivables Purchase Agreement, shall enforce the covenants and agreements of the RPA Seller as set forth in the Receivables Purchase Agreement, including its agreement to designate Additional Accounts as and when required in order for the Transferor to fulfill its undertakings in Section 2.06. The Transferor shall not amend, waive or otherwise modify the Receivables Purchase Agreement except in accordance with its terms.

  • Acquisition Agreements If the Equipment is subject to any Acquisition Agreement, Lessee, as part of this lease, transfers and assigns to Lessor all of its rights, but none of its obligations (except for Lessee's obligation to pay for the Equipment conditioned upon Lessee's acceptance in accordance with Paragraph 6), in and to the Acquisition Agreement, including but not limited to the right to take title to the Equipment. Lessee shall indemnify and hold Lessor harmless in accordance with Paragraph 19 from any liability resulting from any Acquisition Agreement as well as liabilities resulting from any Acquisition Agreement Lessor is required to enter into on behalf of Lessee or with Lessee for purposes of this lease.

  • After-Acquired Securities All of the provisions of this Agreement shall apply to all of the Shares and Common Stock Equivalents now owned or which may be issued or transferred hereafter to a Stockholder in consequence of any additional issuance, purchase, exchange or reclassification of any of such Shares or Common Stock Equivalents, corporate reorganization, or any other form of recapitalization, consolidation, merger, share split or share dividend, or which are acquired by a Stockholder in any other manner.

  • Asset Purchase Agreement The transactions contemplated by the Asset Purchase Agreement shall have been consummated.

  • Joinder to the Tax Receivable Agreement Upon the execution of this Joinder by the undersigned and delivery hereof to the Corporation, the undersigned hereby is and hereafter will be a Member under the Tax Receivable Agreement and a Party thereto, with all the rights, privileges and responsibilities of a Member thereunder. The undersigned hereby agrees that it shall comply with and be fully bound by the terms of the Tax Receivable Agreement as if it had been a signatory thereto as of the date thereof.

  • Amendments to the Receivables Purchase Agreement The Receivables Purchase Agreement is hereby amended as follows:

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