Affiliate Transfer Agreements definition

Affiliate Transfer Agreements has the meaning set forth in the Recitals.
Sample 1Sample 2Sample 3

Examples of Affiliate Transfer Agreements in a sentence

  • The conditions precedent to the obligations of the NGL Group Entities under each of the Affiliate Transfer Agreements and each other agreement delivered by any of the NGL Group Entities pursuant to such Affiliate Transfer Agreements shall have been satisfied in full or waived in writing by HSE.

  • The conditions precedent to the obligations of Transferor and the Affiliated Transferors under each of the Affiliate Transfer Agreements and each other agreement delivered by any Affiliated Transferor pursuant to such Affiliate Transfer Agreements shall have been satisfied in full or waived in writing by the Representative.

  • The conditions precedent to the obligations of Transferors and the Affiliated Transferors under each of the Affiliate Transfer Agreements and each other agreement delivered by any Affiliated Transferor pursuant to such Affiliate Transfer Agreements shall have been satisfied in full or waived in writing by the Representative.

  • Each Transferor shall bear its Pro Rata Portion of such Damages, and if the Representative is entitled to recover such Damages under this Agreement and under one or more Affiliate Transfer Agreements, then all Transferors and Affiliated Transferors, as applicable, shall bear their respective pro rata portions of such Damages in proportion to the percentages set forth on Section 2.3 of the Transferor Disclosure Schedule.

  • Seller covenants that it will cause each of the Selling Affiliates to execute, prior to the Closing Date, transfer agreements, substantially in the form attached hereto as Exhibit B (the "Selling Affiliate Transfer Agreements") pursuant to which each Selling Affiliate will sell and transfer to Purchaser or a designated Affiliate of Purchaser, at the Purchase Price allocated to such Selling Affiliate pursuant to Sections 2.2(a)-(b) above, all of the Purchased Assets held by such Selling Affiliate.

  • Pursuant to the Selling Affiliate Transfer Agreements, each Selling Affiliate will transfer good and marketable title to the Purchased Assets subject thereto to the Purchaser or one of its Affiliates.

  • Purchaser shall have delivered to Seller the Selling Affiliate Transfer Agreements, duly executed by Purchaser or an Affiliate designated by Purchaser.

  • Parent shall, or shall cause its applicable Affiliates to provide Buyer with copies of all Affiliate Transfer Agreements to be executed and delivered in connection with the Pre-Closing Reorganization.

  • In the event the Seller or one of its Affiliates is required by a Governmental or Regulatory Authority to pay value added taxes on the Inter Affiliate Transfer Agreements, Seller or its Affiliate shall issue a valid value added tax invoice to the relevant Subsidiary and shall provide evidence to Purchaser that the value added tax has been paid.

  • Each of the parties shall and shall cause the Affiliated Buyers and Affiliated Sellers, as the case may be, to use reasonable best efforts to secure all Consents of and provide all required notices to any Governmental Authority (including under applicable Antitrust Laws, and, to the extent required, under the Investment Canada Act) necessary or advisable in order to consummate the transactions contemplated hereby and by the Affiliate Transfer Agreements.

Related to Affiliate Transfer Agreements

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

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

  • Affiliate Transaction has the meaning provided in Section 4.11.

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

  • Permitted Affiliate Transactions means the following:

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

  • Affiliate Subordination Agreement means an Affiliate Subordination Agreement in the form of Exhibit B pursuant to which intercompany obligations and advances owed by any Loan Party are subordinated to the Obligations.

  • Affiliate Agreement has the meaning set forth in Section 3.21.

  • IDR Transfer Agreement means an agreement to transfer, subject to the terms of Tariff, Part VI, section 237, Incremental Deliverability Rights to a party for the purpose of eliminating or reducing the need for Local or Network Upgrades that would otherwise have been the responsibility of the party receiving such rights. “Immediate-need Reliability Project” shall have the same meaning provided in the Operating Agreement.

  • Asset Transfer Agreement means the asset transfer agreement dated September 12, 2014 between Centurion Real Estate Opportunities Trust and Centurion Apartment REIT pursuant to which Centurion Apartment REIT seeded the initial portfolio of Centurion Real Estate Opportunities Trust.

  • 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.

  • Affiliate Agreements means collectively, (a) the Administration Agreement dated as of March 15, 2011 between the Borrower and the External Manager, (b) the Amended and Restated Investment Advisory and Management Agreement dated as of December 12, 2011 between the Borrower and the External Manager and (c) the License Agreement dated as of March 14, 2011 between the Borrower and Tarrant Capital IP, LLC.

  • Closing Date Transactions means, collectively (a) the funding of the Loans on the Closing Date and the execution and delivery of Loan Documents to be entered into on the Closing Date, (b) the Debt Proceeds Transfer, and (c) the payment of Closing Date Transaction Expenses.

  • Transfer Agreements As defined in the Mortgage Loan Sale Agreement. Transferor: Each seller of Mortgage Loans to the Seller pursuant to the Transfer Agreements.

  • Subsequent Transfer Agreement A Subsequent Transfer Agreement substantially in the form of Exhibit Q hereto, executed and delivered by and among the Depositor, DLJMC and the Trustee and acknowledged by the Servicers, as provided in Section 2.01 hereof.

  • Real estate transaction or "transaction" means an actual or prospective transaction involving a purchase, sale, option, or exchange of any interest in real property or a business opportunity, or a lease or rental of real property. For purposes of this chapter, a prospective transaction does not exist until a written offer has been signed by at least one of the parties.

  • Share Transfer Agreement means the share transfer agreement, in the agreed form, between the partners in the Company;

  • Lock-Up Agreements means the lock-up agreements that are delivered on the date hereof by each of the Company’s officers and directors, in the form of Exhibit A attached hereto.

  • Acquisition Agreements has the meaning specified in the Recitals.

  • sale and repurchase transactions means transactions whereby a Sub-Fund sells its Securities to a counterparty of Reverse Repurchase Transactions and agrees to buy such Securities back at an agreed price with a financing cost in the future.

  • Receivables Transfer Agreement means, collectively or individually, the Originator Receivables Transfer Agreement and the Master Trust Receivables Transfer Agreement, as the context may require.

  • Business Combination Agreement shall have the meaning given in the Recitals hereto.

  • Lock-Up Agreement means the Lock-Up Agreement, dated as of the date hereof, by and among the Company and the directors and officers of the Company, in the form of Exhibit B attached hereto.

  • Permitted Securitization Transaction Any financing transaction undertaken by the Seller or an Affiliate of the Seller that is secured, directly or indirectly, by the Collateral or any portion thereof or any interest therein, including any sale, lease, whole loan sale, asset securitization, secured loan or other transfer.

  • Transfer Agreement means the agreement providing for a transfer of structured settlement payment rights.

  • Affiliate of a declarant means any person who controls, is controlled by or is under common control with a declarant. A person "controls" a declarant if the person: (i) Is a general partner, officer, director or employer of the declarant; (ii) directly or indirectly or acting in concert with one or more other persons, or through one or more subsidiaries, owns, controls, holds with power to vote or holds proxies representing more than 20% of the voting interests of the declarant; (iii) controls in any manner the election of a majority of the directors of the declarant; or (iv) has contributed more than 20% of the capital in the declarant. A person "is controlled by" a declarant if the declarant: (i) Is a general partner, officer, director or employer of the person; (ii) directly or indirectly or acting in concert with one or more other persons, or through one or more subsidiaries, owns, controls, holds with power to vote or holds proxies representing, more than 20% of the voting interests in the person; (iii) controls in any manner the election of a majority of the directors of the person; or (iv) has contributed more than 20% of the capital of the person;