Bankruptcy and Equity Exception definition

Bankruptcy and Equity Exception means that this Agreement is, when executed and delivered by such member(s) of the Seller Group and assuming the due authorization, execution and delivery hereof by the members of the Purchaser Group that are (or are contemplated to be) party hereto, will be, legal, valid and binding obligations of such members of the Seller Group enforceable in accordance with their terms, subject to receivership, conservatorship and supervisory powers of bank regulatory agencies, bankruptcy, rehabilitation, liquidation, insolvency reorganization, moratorium, fraudulent transfer, preferential transfer and similar Laws of general applicability relating to or affecting creditors’ rights and remedies generally and to general equity principles.

Bankruptcy and Equity Exception has the meaning set forth in Section 3.3(a).

Bankruptcy and Equity Exception has the meaning set forth in Section 4.2.

Examples of Bankruptcy and Equity Exception in a sentence

• This Agreement has been, and each of the Ancillary Agreements shall be at Closing, duly executed and delivered by Buyer or the applicable Buyer Ancillary Counterparty and, when executed and delivered by Seller and the other parties hereto and thereto, shall constitute a valid and binding agreement of Buyer or such Buyer Ancillary Counterparty, enforceable against Buyer or such Buyer Ancillary Counterparty pursuant to its terms, subject to the Bankruptcy and Equity Exception.

• This Agreement has been duly executed and delivered by each of Buyer and Merger Sub and, assuming due execution and delivery by Company, constitutes the legal, valid, and binding obligation of Buyer and Merger Sub, enforceable against Buyer and Merger Sub in accordance with its terms, except as such enforceability may be limited by the Bankruptcy and Equity Exception.

• This Agreement has been duly and validly executed and delivered by Xxxxx and Merger Sub and, assuming this Agreement constitutes the valid and binding agreement of the Company and the Representative, constitutes the valid and binding agreement of Buyer and Merger Sub, enforceable against each of Buyer and Merger Sub in accordance with its terms, subject to the Bankruptcy and Equity Exception.

• This Agreement has been duly executed and delivered by Spinco and constitutes a valid TABLE OF CONTENTS​​ and binding agreement of Spinco, enforceable against it in accordance with its terms, subject to the Bankruptcy and Equity Exception.

• The R&W Binder Agreement is in full force and effect and is a legal, valid, binding and enforceable obligation of Purchaser and the insurer(s) party thereto, subject to the Bankruptcy and Equity Exception.

More Definitions of Bankruptcy and Equity Exception

Bankruptcy and Equity Exception means bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar Laws of general applicability relating to or affecting creditors’ rights and to general equity principles.

Bankruptcy and Equity Exception means bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar Laws of general applicability relating to or affecting creditors’ rights and to general equity principles (regardless of whether such enforceability is considered in a proceeding in equity or at law).

Bankruptcy and Equity Exception has the meaning assigned in Section 5.03(e)(i).

Bankruptcy and Equity Exception means the effect on enforceability of (a) any applicable Law relating to bankruptcy, reorganization, insolvency, moratorium, fraudulent conveyance or preferential transfers, or similar Law relating to or affecting creditors’ rights generally and (b) general principles of equity (regardless of whether enforceability is considered in a proceeding in equity or at law).

Bankruptcy and Equity Exception has the meaning set forth in Section 5.2.

Bankruptcy and Equity Exception has the meaning ascribed thereto in Section 4(a) of Schedule C;

Bankruptcy and Equity Exception means (i) such enforcement may be subject to applicable bankruptcy, insolvency or other similar Laws, now or hereafter in effect, affecting creditors’ rights generally, and (ii) the remedy of specific performance and injunctive and other forms of equitable relief may be subject to equitable defenses and to the discretion of the court before which any proceeding therefor may be brought.