Claim Exceptions definition

Claim Exceptions with respect to any equity interest or other ownership interest as used herein shall mean: (i) pledges, liens, encumbrances, security interests or other claims as described in, referred to (including by incorporation by reference) or disclosed in the SEC Documents, (ii) any liens pursuant to credit agreements, security agreements or financing documents described in, referred to (including by incorporation by reference) or disclosed in the SEC Documents, and (iii) restrictions on transferability contained in the relevant organizational documents or under applicable securities laws, as applicable.
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Claim Exceptions with respect to any general partner interest, limited partner interest, limited liability company membership interest, shareholding interest or other ownership interest as used herein shall mean: (i) as otherwise described in, referred to or disclosed in the Registration Statement, the Pricing Disclosure Package or the Prospectus, (ii) any liens pursuant to credit agreements, security agreements or financing documents described in, referred to or disclosed in the Registration Statement, the Pricing Disclosure Package or the Prospectus, and (iii) restrictions on transferability contained in the relevant organizational documents or under applicable securities laws, as applicable.
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Claim Exceptions with respect to any limited liability company membership interest, shareholding interest, limited partnership interest or other interest as used herein shall mean: (i) pledges, liens, encumbrances, security interests or other claims as described in, referred to (including by incorporation by reference) or disclosed in the Registration Statement and the Prospectus, (ii) any liens pursuant to credit agreements, security agreements or financing documents described in, referred to (including by incorporation by reference) or disclosed in the Registration Statement and the Prospectus, and (iii) restrictions on transferability contained in the relevant organizational documents or under applicable securities laws, as applicable.
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Examples of Claim Exceptions in a sentence

  • To the knowledge of such counsel, the Partnership and OLP GP each beneficially owns its respective partner interests in the Operating Company free and clear of all pledges, liens, encumbrances, security interests or other claims, except for Claim Exceptions.

  • To such counsel’s knowledge, the General Partner beneficially owns such general partner interest free and clear of all pledges, liens, encumbrances, security interests or other claims, except Claim Exceptions.

  • To such counsel’s knowledge, the Partnership beneficially owns such membership interests free and clear of all pledges, liens, encumbrances, security interests or other claims, except for Claim Exceptions.

  • To such counsel’s knowledge, the General Partner beneficially owns the Incentive Distribution Rights free and clear of all pledges, liens, encumbrances, security interests or other claims, except for Claim Exceptions.

  • To the knowledge of such counsel, the Operating Company, the Partnership, Teekay Nordic Holdings Incorporated or Siri Holdings L.L.C., as the case may be, beneficially owns the stock or membership interests, as applicable, of each of the Xxxxxxxx Islands Subsidiaries as described in a schedule to such opinion, free and clear of all pledges, liens, encumbrances, security interests or other claims, except for Claim Exceptions.

  • To the knowledge of such counsel, the Operating Company or the Partnership, as the case may be, beneficially owns such stock or membership interests, as applicable, free and clear of all pledges, liens, encumbrances, security interests or other claims, except for the Claim Exceptions.

  • To the knowledge of such counsel, the Partnership beneficially owns such membership interests free and clear of all pledges, liens, encumbrances, security interests or other claims, except for the Claim Exceptions.

  • To the knowledge of such counsel, the Partnership, the OLP GP and Teekay Holdings each beneficially owns its respective partner interests free and clear of all pledges, liens, encumbrances, security interests or other claims, except for the Claim Exceptions.

  • Please refer to the section Funding Claim Exceptions for more information.

  • To such counsel’s knowledge, the Company beneficially owns such limited liability company interests or shares, as applicable, free and clear of all pledges, liens, encumbrances, security interests or other claims, except for Claim Exceptions.


More Definitions of Claim Exceptions

Claim Exceptions with respect to any limited liability company membership interest, shareholding interest, limited partnership interest or other interest as used herein shall mean: (i) pledges, liens, encumbrances, security interests or other claims as described in, referred to (including by incorporation by reference) or disclosed in the Registration Statement and the Prospectus or TOO’s (as defined below) filings with the Securities and Exchange Commission, (ii) any liens pursuant to credit agreements, security agreements or financing documents described in, referred to (including by incorporation by reference) or disclosed in the Registration Statement and the Prospectus or TOO’s filings with the Securities and Exchange Commission, and (iii) restrictions on transferability contained in the relevant organizational documents or under applicable securities laws, as applicable.
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Related to Claim Exceptions

  • Equitable Exceptions means, with respect to the enforceability of any obligation, that such obligation is subject to (a) applicable bankruptcy, insolvency, moratorium, receivership, assignment for the benefit of creditors or other similar state or federal laws affecting the rights and remedies of creditors generally (including, without limitation, fraudulent conveyance or transfer laws) and judicially developed doctrines in this area, such as equitable subordination and substantive consolidation of entities and (b) equitable principles (whether considered in a proceeding in equity or at law).

  • Title Defects has the meaning set forth in Section 5.15(b).

  • Title Objections has the meaning ascribed to such term in Section 6.2(a).

  • Title Defect as used herein shall mean any encumbrance, encroachment, irregularity, defect in or objection to Seller’s title to the Leases and Xxxxx (excluding Permitted Encumbrances) which would result in Seller not having Defensible Title.

  • Title Defect Property has the meaning set forth in Section 6.2(a).

  • Unresolved Claims has the meaning set forth in Section 7.6(c).

  • Bankruptcy Exceptions means limitations on, or exceptions to, the enforceability of an agreement against a Person due to applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the enforcement of creditors’ rights generally or the application of general equitable principles, regardless of whether such enforceability is considered in a proceeding at law or in equity.

  • Permitted Exceptions shall have the meaning set forth in Section 4.3.

  • Unresolved Claim means a Claim, which at the relevant time, in whole or in part: (a) has not been Finally Determined to be a Proven Claim in accordance with the Amended Claims Procedure Order and this Plan; (b) is validly disputed in accordance with the Amended Claims Procedure Order; and/or (c) remains subject to review and for which a Notice of Allowance or Notice of Revision or Disallowance (each as defined in the Amended Claims Procedure Order) has not been issued to the Creditor in accordance with the Amended Claims Procedure Order as at the date of this Plan, in each of the foregoing clauses, including both as to proof and/or quantum;

  • Title Objection shall have the meaning assigned thereto in Section 8.5.

  • Indemnification Claim Notice has the meaning set forth in Section 11.3.

  • Permitted Title Exceptions means those exceptions to title to the Real Property that are satisfactory to the Acquiror as determined pursuant to Section 2.2.

  • Enforceability Exceptions has the meaning set forth in Section 3.2.

  • Buyer Losses shall have the meaning set forth in Section 11.1 hereof;

  • Title Defect Notice shall have the meaning set forth in Section 11.2(a).

  • Seller Losses has the meaning set forth in Section 10.2(a).

  • Exceptions means the conditions set out in Standard Licence Condition 14A.3 of our Licences, which are: (i) if your previous supplier has prevented

  • Environmental Defect means, with respect to any given Asset, a material violation of Environmental Laws in effect as of the Effective Time in the jurisdiction in which such Asset is located.

  • Title Defect Amount means, with respect to a Title Defect Property, the amount by which such Title Defect Property is impaired as a result of the existence of one or more Title Defects, which amount shall be determined as follows:

  • Environmental Defect Value means, with respect to any Environmental Defect, the value, as of the Closing Date, of the estimated costs and expenses to correct such Environmental Defect in the most cost-effective manner reasonably available, consistent with Environmental Laws, taking into account that non-permanent remedies (such as mechanisms to contain or stabilize hazardous materials, including monitoring site conditions, natural attenuation, risk-based corrective action, institutional controls or other appropriate restrictions on the use of property, caps, dikes, encapsulation, leachate collection systems, etc.) may be the most cost-effective manner reasonably available.

  • Seller Liens shall have the meaning set forth in Section 4.3.

  • Environmental Defect Notice shall have the meaning set forth in Section 12.1(a).

  • Indemnification Claim has the meaning set forth in Section 8.4(a).

  • Bankruptcy Exception means, in respect of any agreement, contract, commitment or obligation, any limitation thereon imposed by any bankruptcy, insolvency, fraudulent conveyance, reorganization, receivership, moratorium or similar Law affecting creditors’ rights and remedies generally and, with respect to the enforceability of any agreement, contract, commitment or obligation, by general principles of equity, including principles of commercial reasonableness, good faith and fair dealing, regardless of whether enforcement is sought in a proceeding at Law or in equity.

  • Remedies Exception means the extent to which enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar Laws affecting the enforcement of creditors’ rights generally and by general equitable principles.

  • 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.