Buyer Assignee definition

Buyer Assignee has the meaning set forth in Section 14.5.
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Buyer Assignee means one or more subsidiaries or affiliates of Buyer to which Buyer assigns all or any portion of its rights to acquire the Purchased Assets and delegates all or any portion of its obligations to fulfill the Assumed Liabilities pursuant to Section 10.5 of this Agreement.
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Buyer Assignee has the meaning given to it in Article 11.
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Examples of Buyer Assignee in a sentence

  • Pursuant to and in accordance with that certain Asset Purchase Agreement dated as of [ ], 2018 (the “Agreement”), by and between Assignor as Seller, and Assignee as Buyer, Assignee is purchasing the Acquired Assets from Assignor.

  • In connection with any permitted assignment hereof, the assignor shall remain jointly and severally liable for its obligations and the obligations of its permitted assignee, including in the case of Buyer, any Buyer Assignee.

  • As expressly modified herein, the Agreement remains in full force and effect and Original Buyer, Buyer Assignee and Seller ratify and affirm the Agreement as modified herein.

  • In the event of the Permitted Assignment, Buyer shall remain directly responsible for all obligations of Buyer hereunder and further cause Buyer Assignee to fully comply with the terms hereof, it being the understanding and agreement of the parties that Buyer shall in no way be relieved of any liability or responsibility hereunder.

  • In the event of a transfer to a Buyer Assignee, such Buyer Assignee shall assume in writing all of the transferor’s obligations and liabilities hereunder (whenever arising, whether before or after such assumption), but such transferor shall not be released from its obligations hereunder.

  • Notwithstanding the foregoing, in connection with any such assignment, such Qualified Buyer Assignee shall execute a written assumption agreement in favor of Seller pursuant to which any such Qualified Buyer Assignee shall assume all the obligations of such Buyer under this Agreement and agree to be bound by all the terms and conditions of this Agreement, thereby relieving the assignor Buyer from its duties and obligations hereunder.

  • Any modifications or amendments to this Agreement to accommodate the technical requirements of such Qualified Buyer Assignee (including as they relate to transmission and scheduling) shall require the consent of Seller, which consent shall not be unreasonably withheld.

  • Notwithstanding the foregoing, Buyer shall be entitled to assign this Agreement and its rights hereunder to a corporation, general partnership, limited partnership, limited liability company or other lawful entity entitled to do business in the state in which the Real Property is located provided such entity shall be controlled by, controlling or under the common control with Buyer ("Assignee").

  • Buyer Assignor hereby assigns to Buyer Assignee all right, title and interest of Buyer Assignor in, to and under the Purchase Agreement, subject to the terms, covenants and conditions herein and in the Purchase Agreement contained.

  • It is independent of every other security which the Seller may at any time hold for the obligations of the Buyer Assignee under this Agreement.


More Definitions of Buyer Assignee

Buyer Assignee means any Affiliate of Buyer nominated by Buyer pursuant to a letter of nomination delivered to Seller at least five (5) Business Days prior to the Closing Date.
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Buyer Assignee means any wholly-owned subsidiary of Astronics to which Astronics assigns its rights and obligations under this Agreement in accordance with Section 10.07.
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Related to Buyer Assignee

  • 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

  • Charter Assignment means a specific assignment of any Extended Employment Contract required to be executed hereunder by either Owner in favour of the Bank (including any notices and/or acknowledgements and/or undertakings associated therewith) in such form as the Bank may require in its sole discretion;

  • Third Party Buyer means any Person other than (i) the Company or any of its Subsidiaries, (ii) any employee benefit plan of the Company or any of its Subsidiaries, (iii) the Investors or (iv) any Affiliates of any of the foregoing.

  • Substitute Purchaser is defined in Section 21.

  • Non-citizen Assignee means a Person whom the General Partner has determined in its discretion does not constitute an Eligible Citizen and as to whose Partnership Interest the General Partner has become the Substituted Limited Partner, pursuant to Section 4.9.

  • Purchaser means the organization purchasing the goods.

  • Dealer Assignment means, with respect to a Receivable, the executed assignment executed by a Dealer conveying such Receivable to AmeriCredit or an Originating Affiliate.

  • Bona fide purchaser means a person who in good faith makes a purchase without notice of any outstanding rights of others.

  • Seller Affiliate means any Affiliate of Seller.

  • Transferee Letter The meaning specified in Section 12.16.

  • Third Party Purchaser has the meaning set forth in Section 3.3.

  • Qualified Assignee means (a) any Lender, any Affiliate of any Lender and, with respect to any Lender that is an investment fund that invests in commercial loans, any other investment fund that invests in commercial loans and that is managed or advised by the same investment advisor as such Lender or by an Affiliate of such investment advisor, and (b) any commercial bank, savings and loan association or savings bank or any other entity which is an "accredited investor" (as defined in Regulation D under the Securities Act) which extends credit or buys loans as one of its businesses, including insurance companies, mutual funds, lease financing companies and commercial finance companies, in each case, which has a rating of BBB or higher from S&P and a rating of Baa2 or higher from Xxxxx'x at the date that it becomes a Lender and which, through its applicable lending office, is capable of lending to Borrower without the imposition of any withholding or similar taxes; provided that no Person determined by Agent to be acting in the capacity of a vulture fund or distressed debt purchaser shall be a Qualified Assignee and no Person or Affiliate of such Person (other than a Person that is already a Lender) holding Subordinated Debt or Stock issued by any Credit Party shall be a Qualified Assignee.

  • Prospective Purchaser has the meaning set forth in Section 2.3(b)(i) hereof.

  • Acquiring Party has the meaning given such term in Section 4.1.

  • Transferring Party has the meaning given such term in Section 5.2(b).

  • Warranty Purchaser The Person described in Section 2.04 of the Trust Sale Agreement.

  • Purchaser Parties means, collectively, the Purchasers and any of their respective former, current or future directors, officers, employees, agents, general or limited partners, managers, members, stockholders, Affiliates or assignees or any former, current or future director, officer, employee, agent, general or limited partner, manager, member, stockholder, Affiliate or assignee of any of the foregoing.

  • Purchaser/ User means ultimate recipient of goods and services

  • Buyer Parties has the meaning set forth in the Preamble.

  • Ultimate purchaser means, with respect to any new motor vehicle or new motor vehicle engine, the first person who in good faith purchases a new motor vehicle or new motor vehicle engine for purposes other than resale.

  • Buyer has the meaning set forth in the preamble.

  • Servicer's Assignee As defined in Section 10.14(a).

  • Lender Assignment Agreement means an assignment agreement substantially in the form of Exhibit D hereto.

  • U.S. Purchaser means any purchaser of the Offered Securities that is, or is acting for the account or benefit of, a person in the United States, or any person offered the Offered Securities in the United States.

  • Buyer Party means Buyer or any Affiliate of Buyer that is a party to any Transaction Agreement.

  • Seller has the meaning set forth in the Preamble.