Basic Sale Terms definition

Basic Sale Terms means sale commissions, the amount of cash payable by the purchaser at the closing, and any other material economic, price-related terms of the proposed sale; “Change of Control” means that the members of the Control Group cease, in the aggregate, to (i) own less than 51% of the direct or indirect ownership interest in the Purchaser, or (ii) have the sole and absolute right and power to direct or cause the direction of the management and policies of the Purchaser, whether by contract or otherwise; and “Control Group” means, collectively, Jxxxxx Xxxxx Mxxxxx, Bxxxxxx Xxxxxx, Mxxxx Xxxxxx and Mxxxxx Xxxxxxxxx Gxxxxxxxxxx, and their respective legal heirs.
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Basic Sale Terms means the proposed purchase price, the amount of cash payable to the Partnership by the purchaser at the closing, the amount and terms of the purchase money note, if any, evidencing a portion of the purchase price and security for such promissory note, any other material economic terms of the proposed sale, and the estimated closing date of the transaction. The Basic Sale Terms shall comply with the requirements of subsection B above.
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Basic Sale Terms as such term is defined in Section 13(a)(ii) hereof.
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Examples of Basic Sale Terms in a sentence

  • The Basic Sale Terms shall provide for distribution of the economic benefits and detriments of the transactions among the Investors in accordance with their respective Percentage Interests.

  • If TENANT timely exercises the Right of First Offer, then TENANT shall have the right and obligation to purchase the Premises upon the Basic Sale Terms and the Additional Sale Terms (as hereinafter defined) to the extent such Additional Sale Terms are not inconsistent with the Basic Sale Terms.

  • If after TENANT either rejects the Right of First Offer or does not timely exercise the Right of First Offer and LANDLORD desires to offer the Premises for sale upon terms that are less favorable to LANDLORD than the Basic Sale Terms and/or at a purchase price that is more than five percent (5%) less than the purchase price stated in the Basic Sale Terms, then LANDLORD must first give TENANT new notice of its Right of First Offer to purchase the Premises in accordance with the procedures set forth above.

  • The Basic Sale Terms shall comply with the requirements of subsection B above.

  • If, following Lessor’s delivery of a Right of First Offer to Purchase Notice, Lessee either rejects the Right of First Offer to Purchase Notice or does not deliver to Lessor a Right of First Office Acceptance Notice within the time period required under Paragraph 53.2, then Lessor shall be free to Sell the Project to any person or entity on terms that are not substantially and materially more favorable to the purchaser than the Basic Sale Terms described in the Right of First Offer to Purchase Notice.

  • If Tenant exercises the Purchase ROFO within the twenty (20)-day period described above (time being strictly of the essence), then Tenant shall have the one-time right and obligation (subject to Landlord and Tenant entering into a Purchase Agreement pursuant to the Additional Sale Terms) to purchase the Building upon the Basic Sale Terms and the Additional Sale Terms to the extent such Additional Sale Terms are not inconsistent with the Basic Sale Terms.

  • If at any time during the Initial Lease Term, Landlord shall desire to sell fee simple title to the Property to a third party as one parcel, Landlord shall first offer the Property to County (“Right of First Offer”) by delivering to County a written notice specifying the Basic Sale Terms (as defined below) upon which Landlord desires to sell the Property (“Sale Notice”).

  • The first was associated with the start of the Second World War and the second with the risk of a third world war.

  • If Lessee timely delivers a Right of First Office Acceptance Notice, then Lessee shall have the right and obligation to purchase the Project upon the Basic Sale Terms and such other terms as may be set forth in the purchase agreement described above.

  • The Basic Sale Terms shall comply with the requirements of subsection A above.


More Definitions of Basic Sale Terms

Basic Sale Terms means the purchase price and terms of any seller financing offered by Landlord; and “Additional Sale Terms” shall mean those terms set forth on Exhibit E attached to this Amendment. The Lease shall terminate upon transfer of title to Tenant pursuant to this Article 16.
Sample 1
Basic Sale Terms means the purchase price, terms of payment of the purchase price, financing contingencies and any other terms Lessor desires to include in the notice to Lessee (including, without, limitation, Lessor and Lessee responsibilities with respect to title and survey (and if such responsibilities are not included in the Right of First Offer to Purchase Notice, the Lessor and Lessee responsibilities with respect to title and survey shall be in accordance with then prevailing custom and practice in the relevant market).
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Basic Sale Terms means the purchase price, terms of payment of the purchase price, financing contingencies, if any, and any other terms LANDLORD desires to include in the notice to TENANT;
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Basic Sale Terms means the purchase price, terms of payment of the purchase price, financing contingencies, if any, closing date, and any other terms Landlord desires to include in the Sale Notice to County.
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Basic Sale Terms means a good faith offer the Selling Members would be willing to accept from an unrelated third party containing the proposed purchase price, the amount of cash payable to the Company by the purchaser at the closing, any other material economic terms of the proposed sale, and the estimated closing date of the transaction. The Basic Sale Terms shall otherwise comply with the requirements of Subsection A above.
Sample 1

Related to Basic Sale Terms

  • Service Terms means the rights and restrictions for particular Services located at xxxx://xxx.xxxxxx.xxx/serviceterms (and any successor or related locations designated by us), as may be updated by us from time to time.

  • applicable Terms Agreement means the Terms Agreement dated the date hereof. To the extent not defined herein, capitalized terms used herein have the meanings assigned to such terms in the Indenture or the Pooling and Servicing Agreement. Unless otherwise stated herein or in the applicable Terms Agreement, as the context otherwise requires or if such term is otherwise defined in the Indenture or the Pooling and Servicing Agreement, each capitalized term used or defined herein or in the applicable Terms Agreement shall relate only to the Notes designated in the applicable Terms Agreement and no other Series, Class or Tranche of Notes issued by the Issuer. The Bank has prepared and filed with the Securities and Exchange Commission (the “Commission”) in accordance with the provisions of the Securities Act of 1933, as amended, and the rules and regulations of the Commission thereunder (collectively, the “Act”), a shelf registration statement on Form S-3 (having the registration number stated in the applicable Terms Agreement), including a form of prospectus, relating to the Notes and the Collateral Certificate. The registration statement as amended has been declared effective by the Commission. If any post-effective amendment has been filed with respect thereto, prior to the execution and delivery of the applicable Terms Agreement, the most recent such amendment has been declared effective by the Commission. Such registration statement, as amended at the time of effectiveness, including all material incorporated by reference therein and including all information (if any) deemed to be part of the registration statement at the time of effectiveness pursuant to Rule 430A under the Act, is referred to in this Agreement as the “Registration Statement.” The Bank proposes to file with the Commission pursuant to Rule 424(b) (“Rule 424(b)”) under the Act a supplement (the “Prospectus Supplement”) to the prospectus included in the Registration Statement (such prospectus, in the form it appears in the Registration Statement or in the form most recently revised and filed with the Commission pursuant to Rule 424(b) is hereinafter referred to as the “Basic Prospectus”) relating to the Notes and the method of distribution thereof. The Basic Prospectus and the Prospectus Supplement, together with any amendment thereof or supplement thereto, is hereinafter referred to as the “Prospectus.” Upon the execution of the applicable Terms Agreement, the Bank agrees with the Underwriters as follows:

  • URL Terms means the terms with which Customer must comply, which are located at a URL, referenced in this Agreement and are hereby incorporated by reference.

  • Common Terms Agreement means the written agreement entitled "Common Terms Agreement", dated on or about 21 July, 2017 (as amended and/or reinstated from time to time), between, amongst others, the Borrower (as borrower) and the Facility Agent.

  • Use Terms means the Software Use Rights document as defined in the Order Form.

  • Call-Off Terms means the terms and conditions in Part 3 of Schedule 4 (Order Form and Call-Off Terms) of this Framework Agreement;

  • Three-Month Term SOFR Conventions means any determination, decision or election with respect to any technical, administrative or operational matter (including with respect to the manner and timing of the publication of Three-Month Term SOFR, or changes to the definition of “Floating Interest Period”, timing and frequency of determining Three-Month Term SOFR with respect to each Floating Interest Period and making payments of interest, rounding of amounts or tenors, and other administrative matters) that the Company decides may be appropriate to reflect the use of Three-Month Term SOFR as the Benchmark in a manner substantially consistent with market practice (or, if the Company decides that adoption of any portion of such market practice is not administratively feasible or if the Company determines that no market practice for the use of Three-Month Term SOFR exists, in such other manner as the Company determines is reasonably necessary).

  • End User Agreement means a written agreement entered into between Partner, or its resellers or distributors, if applicable, and any Customer pursuant to which Customer purchases a license or subscription to the Bundled Solution.

  • Template Call Off Terms means the template terms and conditions in Annex 2 to Framework Schedule 4 (Template Order Form and Template Call Off terms);

  • Three-Month Term SOFR means the rate for Term SOFR for a tenor of three months that is published by the Term SOFR Administrator at the Reference Time for any Floating Rate Period, as determined by the Calculation Agent after giving effect to the Three-Month Term SOFR Conventions. All percentages used in or resulting from any calculation of Three-Month Term SOFR shall be rounded, if necessary, to the nearest one-hundred-thousandth of a percentage point, with 0.000005% rounded up to 0.00001%.

  • Transfer and Servicing Agreement means the Transfer and Servicing Agreement, dated as of the Closing Date, among the Issuer, the Depositor and Cellco as Servicer, Marketing Agent and Custodian, as amended, restated, supplemented or modified from time to time.

  • Payment Terms for a Supply Point means the Payment Method and Payment Period for it;

  • Online Services Terms means the additional terms that apply to Customer’s use of Online Services published on the Licensing Site and updated from time to time.

  • conditional sale agreement means an agreement for the sale of goods under which the purchase price or part of it is payable by instalments, and the property in the goods is to remain in the seller (notwithstanding that the buyer is to be in possession of the goods) until such conditions as to the payment of instalments or otherwise as may be specified in the agreement are fulfilled;

  • Bulk transfer/terminal system means the motor fuel distribution system consisting of refineries, pipelines, marine vessels, and terminals. Motor fuel in a refinery, pipeline, terminal, or a marine vessel transporting motor fuel to a refinery or terminal is in the bulk transfer/terminal system. Motor fuel in a fuel storage facility including, but not limited to, a bulk plant that is not part of a refinery or terminal, in the fuel supply tank of any engine or motor vehicle, in a marine vessel transporting motor fuel to a fuel storage facility that is not in the bulk transfer/terminal system, or in any tank car, rail car, trailer, truck, or other equipment suitable for ground transportation is not in the bulk transfer/terminal system.

  • Initial Xxxx of Sale means the document, in the form of Attachment B hereto, executed by an authorized officer of SLM ECFC which shall (i) set forth the applicable Initial Loans offered by SLM ECFC and accepted for purchase by the Interim Eligible Lender Trustee for the benefit of Funding, (ii) sell, assign and convey to the Interim Eligible Lender Trustee for the benefit of Funding and its assignees all rights, title and interest of SLM ECFC in the Initial Loans listed on that Xxxx of Sale and (iii) certify that the representations and warranties made by SLM ECFC as set forth in Sections 5 (A) and (B) of these Master Terms are true and correct.

  • Final Term Sheet means the term sheet prepared pursuant to Section 4(a) of this Agreement and substantially in the form attached in Schedule III hereto;

  • Delivery Terms as defined in Section 10.1;

  • Optional Services means services that a USF Service Provider is authorized but not required to provide pursuant to the USF Services and Subsidy Agreement and any Licences held by a USF Service Provider;

  • User Agreement means an agreement for the provision of Access to the Services.

  • The term "Record Date means the "Record Dates" set forth under "Investment Summary--Essential Information" in the Prospectus for the Trust. Section 1.01 (1) of the Standard Terms and Conditions of Trust is replaced in its entirety with the following:

  • Separate Terms refers to separate license terms that are specified in the Program Documentation, Service Specifications, readme or notice files and that apply to Separately Licensed Third Party Technology.

  • Product Terms means the document that provides information about Products available under this Agreement. The Product Terms document is published on the Licensing Site and is updated from time to time.

  • Data Terms Website means hxxx://xxxxxxxxx.xxx/xxxxxxxx/assetservicing/vendoragreement.pdf or any successor website the address of which is provided by the Custodian to the Fund.

  • Key Terms means, with respect to a Relevant Transaction and a party, the valuation of such Relevant Transaction and such other details the relevant party deems relevant from time to time which may include the effective date, the scheduled maturity date, any payment or settlement dates, the notional value of the contract and currency of the Relevant Transaction, the underlying instrument, the position of the counterparties, the business day convention and any relevant fixed or floating rates of the Relevant Transaction. For the avoidance of doubt, "Key Terms" does not include details of the calculations or methodologies underlying any term.

  • Sale and Purchase Agreement means all the agreements entered into from time to time (whether before, on or after the date of this Agreement) by the Borrower for the sale of the Units and shall include any one or more or all of the Sale and Purchase Agreements.