Examples of BF Trust in a sentence
Under the BF Trust Agreement, the Xxxxxxxxx Beneficiaries appointed JB, Sr. to act as the sole trustee of the BF Trust (in such capacity, JB, Sr. is referred to as the “BFT Trustee”).
Subject to the Company and the Buyer entering into a mutually agreed upon joint defense agreement, the BF Trust and the Company shall give the Buyer the opportunity to (a) participate in the defense, settlement, or prosecution of any such litigation, and (b) consult with counsel to the BF Trust and the Company with respect to the defense, settlement, and prosecution of any such litigation.
For purposes of this Section 6.12, “participate” means that the Buyer may offer comments, suggestions, or advice with respect to such litigation and the BF Trust and the Company shall consider in good faith the Buyer’s advice with respect to such litigation.
Nothing contained herein shall limit or restrict the right of the Company, the BF Trust, the California Owned Real Property Seller, or the Colorado Owned Real Property Seller, the Buyer, or any of their respective Affiliates in respect of any Action that may arise or be commenced between the Company, the BF Trust, the California Owned Real Property Seller, or the Colorado Owned Real Property Seller, on the one hand, and the Buyer or any Affiliate thereof, on the other hand.
There are no claims for brokerage commissions, finders’ fees, or similar compensation in connection with the transactions contemplated by this Agreement based on any agreement made by or on behalf of the BF Trust for which the Buyer, the Company or any of their Subsidiaries would be liable following the Closing.
One or more certificates evidencing all the issued and outstanding Conveyed Equity, each such certificate to be duly and validly endorsed in favor of Buyer or accompanied by a separate power duly and validly executed on behalf of the BF Trust, in any case evidencing the transfer to Buyer of all of the Archway Parties’ right, title and interest in and to the Conveyed Equity.
Except as would not reasonably be expected to have a Material Adverse Effect, there are no claims, or incidents that could give rise to claims, other than as disclosed by the BF Trust or the Company to the Buyer; and all incidents known to the Company or its Subsidiaries that occurred prior to the Closing and that would reasonably be expected to result in a claim after the Closing have been notified to the relevant insurer.
The BF Trust shall consider in good faith any comments received from the Buyer at least five (5) days prior to the applicable filing deadline, and shall provide a copy of such Tax Return, as filed, to the Buyer.
The Buyer shall keep the BF Trust reasonably informed with respect to any material activity concerning the status of the R&W Insurance Policy.
This Agreement and the other Transaction Documents to which the BF Trust is a party have been duly and validly executed and delivered by the BF Trust and, assuming due execution and delivery by each of the other parties hereto and thereto, this Agreement and the other Transaction Documents constitute the legal, valid, and binding obligations of the BF Trust, enforceable against the BF Trust in accordance with their terms, except as such enforcement may be limited by the Bankruptcy and Equity Exception.