Affiliate Seller definition

Affiliate Seller has the meaning specified in Section 2.5(a).
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Affiliate Seller means each of BCC Middle Market CLO 2018-1, LLC, BCC Middle Market CLO 2019-1, LLC, BCSF I, LLC and Xxxx Capital Specialty Finance, Inc. and their respective permitted successors and assigns.
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Affiliate Seller has the meaning specified in Section 2.14(a).
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Examples of Affiliate Seller in a sentence

  • Except for Centerview Partners LLC, whose fees will be paid by ResCap in the Bankruptcy Case, no Person has acted, directly or indirectly, as a broker, finder or financial advisor for Sellers or any Affiliate Seller, or will be entitled to any brokers’ or finders’ fee or any other commission or similar fee from Sellers or any Affiliate Seller, in connection with the transactions contemplated by this Agreement and no Person is entitled to any fee or commission or like payment in respect thereof.

  • Each Employee Benefit Plan can be amended or terminated by Buyer or any of Buyer’s subsidiaries at any time (whether before or after the Closing) and without any penalty, liability or expense to Buyer or any of its subsidiaries or Affiliates, any Buyer ERISA Affiliate, Seller or any of its Affiliates, or such Employee Benefit Plan (including, without limitation, any surrender charge, market rate adjustment or other early termination charge or penalty).

  • If any Seller or Purchaser, in its reasonable discretion, determines after the Closing that any Books and Records or other materials or assets constituting Purchased Assets are still in the possession of such Seller or any Affiliate Seller, such Seller shall, or shall cause such Affiliate Seller to, promptly deliver them to Purchaser at no additional cost or expense to Purchaser.

  • In the event Seller sells or otherwise transfers its interest in a Project that has commenced Commercial Operation through a transaction subject to Section 9.01 with any person other than a Affiliate, Seller shall be required to assign the rights and obligations under this Agreement associated with the relevant Project and Project Energy to the acquiror of the Project.

  • No past, present or future director, officer, employee, incorporator, member, partner, individual stockholder, agent, attorney or representative of Guarantor, Purchaser or Seller or any of their respective Affiliates (other than, in the case of the Selling Affiliate, Seller) shall have any liability for any Liabilities of Guarantor, Purchaser or Seller or any of their respective Affiliates under this Agreement or for any claim based on, in respect of or arising out of the transactions contemplated hereby.

  • With respect to the Contracts pertaining to any Seller Software entered into by or binding upon Seller or any Affiliate, Seller and such Affiliate have licensed the Seller Software and not sold any thereof, thus retaining all ownership of the underlying software, and no exclusive license, nor any other license other than non-exclusive licenses to end-users in the Ordinary Course of Business and on customary terms and conditions, has been granted in respect to any of the Products or the Seller Software.

  • In the case of any damage to or destruction of the Purchased Assets occurring prior to Closing that is covered by insurance maintained by Seller or Affiliate, Seller shall deliver all insurance proceeds realized therefrom to Purchaser at Closing or as soon thereafter as collected by Seller or such Subsidiary or Affiliate.

  • Insofar as promotional materials are concerned, placement on the covers thereof of a prominent legend negating affiliation with Seller or any Affiliate Seller shall be deemed in compliance with the requirements of this Section with respect to materials on hand as of the Closing Date which are used or distributed by Purchaser for a period of no more than three months following the Closing Date.

  • In the event that any such employees accept employment with Buyer or its Affiliate, Seller agrees to cooperate in the transition of such employees to Buyer or such Affiliate of Buyer, including providing Buyer or such Affiliate of Buyer with access to all personnel records and other information with respect to such employees.

  • For each delivery hereunder for which the source of Fine Papers is a non-domestic manufacturing facility of Seller's Affiliate, Seller shall execute and provide to Buyer, not more than 30 days after such delivery, Customs Form 331 or such other documentation as may be required to authorize the payment directly to Buyer of duty drawbacks that may be applicable for such deliveries ("Certificate of Delivery").

Related to Affiliate Seller

  • Permitted Special Servicer/Affiliate Fees Any commercially reasonable treasury management fees, banking fees, title insurance and/or other insurance commissions and fees, title agency fees, and appraisal review fees received or retained by the Special Servicer or any of its Affiliates in connection with any services performed by such party with respect to any Serviced Loan or REO Property, in each case, in accordance with Article III of this Agreement.

  • Seller Affiliate means any Affiliate of Seller.

  • Purchaser Affiliate means any affiliate of the Purchaser, including a transferee who is an affiliate of the Purchaser, and any person who controls the Purchaser or any affiliate of the Purchaser within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act; and

  • Seller has the meaning set forth in the Preamble.

  • Retail seller means any person that sells any dangerous drug to consumers without assuming control over and responsibility for its administration. Mere advice or instructions regarding administration do not constitute control or establish responsibility.

  • Servicer Affiliate A Person (i) controlling, controlled by or under common control with the Servicer or which is 50% or more owned by the Servicer and (ii) which is qualified to service residential mortgage loans.

  • Affiliate Member means an individual who is an umpire, referee, coach or other official who is associated with the Association but who is not an Individual Member.

  • the Seller means the person so described in the Order;

  • Seller Affiliates has the meaning assigned to such term in Section 2.7.1;

  • Seller Parent has the meaning set forth in the Preamble.

  • Affiliate Transferee has the meaning set forth in Section 3.2(a).

  • Originating Affiliate means an Affiliate of AmeriCredit that has originated Receivables and assigned its full interest therein to AmeriCredit.

  • Affiliate Program The program we've set up for our affiliates as described in this Agreement.

  • Locational UCAP Seller means a Member that sells Locational UCAP.

  • CDO Asset Manager with respect to any Securitization Vehicle that is a CDO, shall mean the entity that is responsible for managing or administering a Note as an underlying asset of such Securitization Vehicle or, if applicable, as an asset of any Intervening Trust Vehicle (including, without limitation, the right to exercise any consent and control rights available to the holder of such Note).

  • Asset Management Company/UTI AMC/AMC/Investment Manager means the UTI Asset Management Company Limited incorporated under the Companies Act, 1956, (1 of 1956) [replaced by The Companies Act, 2013 (No.18 of 2013)] and approved as such by Securities and Exchange Board of India (SEBI) under sub-regulation (2) of Regulation 21 to act as the Investment Manager to the schemes of UTI Mutual Fund.

  • Selling Entity means Parent, any Assignee, and each of their controlled Affiliates (including, from and after the Effective Time, the Company) and Sublicensees.

  • CLO Asset Manager means, with respect to any Securitization Vehicle that is a CLO, the entity that is responsible for managing or administering the underlying assets of such Securitization Vehicle or, if applicable, the assets of any Intervening Trust Vehicle (including, without limitation, the right to exercise any consent and control rights available to the Directing Holder).

  • Investor Affiliate means (i) the Investor or any of his immediate family members, and any such persons’ respective Affiliates and direct and indirect Subsidiaries, (ii) any sponsor, limited partnerships or entities managed or controlled by the Investor or any of his immediate family, or any of such persons’ respective Affiliates and direct or indirect Subsidiaries, (iii) any trust of the Investor or any of his immediate family, or any of such persons’ respective Affiliates and direct or indirect Subsidiaries or any trust in respect of which any such persons is a trustee, (iv) any partnership of which the Investor or any of his immediate family, or any of such persons’ respective Affiliates or direct or indirect Subsidiaries is a partner that is managed or controlled by the Investor, any of his immediate family or any of such persons’ respective Affiliates or direct or indirect Subsidiaries, and (v) any trust, fund or other entity which is managed by, or is under the control of, the Investor or any of his immediate family, or any of such persons’ respective Affiliates or direct or indirect Subsidiaries, but excluding the Issuer or any of its Subsidiaries.

  • Affiliate Contracts shall have the meaning set forth in Section 4.11(b).

  • Affiliate Transfer is defined in Section 7.03(a)(i).

  • Affiliate Transactions has the meaning set forth in Section 4.18.

  • Affiliate Contract means any contract or agreement between the Company or any of its Subsidiaries (including the Partnership Group), on the one hand, and any Member or Members or any Affiliate or Affiliates of Members, on the other hand.

  • Originator means the sender of the first payment order in a funds transfer.

  • Permitted Affiliate Transactions means the following:

  • Seller Party means Seller, any Affiliates of Seller, any direct or indirect subcontractors of Seller or its Affiliates and any of such subcontractors' Affiliates.