Delayed Purchase Assets definition

Delayed Purchase Assets means any Acquired Assets that (a) Buyer does not purchase on the Initial Closing Date as a result of the failure of one or more of the conditions to Closing set forth in Section 9.1 and 9.2 hereof to be satisfied with respect to such Acquired Assets as of the Initial Closing Date, or (b) are designated as Acquired Assets subsequent to the Initial Closing Date pursuant to Section 2.3.
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Delayed Purchase Assets has the meaning set forth in Section 5.1(a)(ii)(A)(4).
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Examples of Delayed Purchase Assets in a sentence

  • The actual time and date of the Initial Closing are herein called the “Initial Closing Date.” In the event that that there are any Delayed Purchase Assets, such Delayed Purchase Assets shall, upon satisfaction or waiver of the conditions set forth in Section 9.1 and 9.2, be acquired at one or more additional Closings (the “Subsequent Closings”).

  • The Washington Department of Fish and Wildlife (WDFW) establishes closure periods in various parts of Puget Sound to protect aquatic resources.

  • Merck shall also provide RP with a list of all Delayed Purchase Assets, which list shall include a description in reasonable detail of all such Delayed Purchase Assets and an estimate of the fair market value of all the Delayed Purchase Assets on an aggregate basis.

  • All of the Merck Product Registrations that are not transferred at the Closing shall be Delayed Purchase Assets and shall be transferred to the appropriate Merial Subsidiary in the country of each such Product Registration in accordance with Section 5.1(a)(ii).

  • For purposes of this Section 6.9, the amount in U.S. dollars to be used in calculating any purchase price for Delayed Purchase Assets denominated in a currency other than U.S. dollars shall be calculated using the closing midpoint exchange rate set forth in the London edition of the Financial Times on the date the payment is made.

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  • The actual time and date of the Initial Closing are herein called the "Initial Closing Date." In the event that that there are any Delayed Purchase Assets, such Delayed Purchase Assets shall, upon satisfaction or waiver of the conditions set forth in Section 9.1 and 9.2, be acquired at one or more additional Closings (the "Subsequent Closings").

Related to Delayed Purchase Assets

  • Receivables Purchase Price means $1,375,000,017.71.

  • Repurchase Assets has the meaning assigned thereto in Section 8 hereof.

  • Purchased Student Loan means a Trust Student Loan which is, as of the close of business on the last, day of a Collection Period, purchased by the Servicer pursuant to Section 3.05 of the Servicing Agreement or repurchased by the Depositor pursuant to Section 6.01 of the Sale Agreement or purchased by the Sellers pursuant to Section 6.01 of the Purchase Agreements.

  • Transferred Asset means each asset, including any Loan Asset and Substitute Loan Asset (including, if any, the Participation thereof), Conveyed by the Seller to the Purchaser hereunder, including with respect to each such asset, all Related Property; provided that the foregoing will exclude the Retained Interest and the Excluded Amounts.

  • Additional Purchased Assets shall have the meaning set forth in Subsection 3(a).

  • Receivables Purchase Facility means any securitization facility made available to the Borrower or any of its Subsidiaries, pursuant to which receivables of the Borrower or any of its Subsidiaries are transferred to one or more SPCs, and thereafter to certain investors, pursuant to the terms and conditions of the Receivables Purchase Documents.

  • Conveyed Assets shall have the meaning set forth in Section 2.01.

  • Purchased Loan means each motor vehicle retail installment loan relating to the sale of an automobile or light-duty truck originated by a Dealer, purchased by the Originator from such Dealer and evidenced by a Purchased Loan Contract; provided, however, that the term “Purchased Loan” shall, for purposes of this Agreement, include only those Purchased Loans identified from time to time on Schedule A hereto.

  • Mortgage Loan Purchase Price The price, calculated as set forth in Section 10.01, to be paid in connection with the repurchase of the Mortgage Loans pursuant to Section 10.01.

  • Receivables Pool means, at any time, all of the then outstanding Receivables purchased by the Seller pursuant to the Sale Agreement prior to the Facility Termination Date.

  • Collateral Certificate means an Investor Certificate issued pursuant to a Pooling and Servicing Agreement and the related Series Supplement.

  • Transferred Receivables means any Receivables that have been sold, contributed or otherwise transferred to an Eligible Transferee in connection with a Permitted Supply Chain Financing that is permitted under the Credit Agreement.

  • Purchased Asset means (i) with respect to any Transaction, the Eligible Asset sold by Seller to Buyer in such Transaction and (ii) with respect to the Transactions in general, all Eligible Assets sold by Seller to Buyer (other than Purchased Assets that have been repurchased by Seller).

  • Purchased Mortgage Loans means the collective reference to Mortgage Loans together with the Repurchase Assets related to such Mortgage Loans transferred by Seller to Buyer in a Transaction hereunder, listed on the related Mortgage Loan Schedule attached to the related Transaction Request, which such Mortgage Loans the Custodian has been instructed to hold pursuant to the Custodial Agreement.

  • Subsequent Receivables means the Receivables transferred to the Issuer pursuant to Section 2.2, which shall be listed on Schedule A to the related Subsequent Transfer Agreement.

  • Receivables Related Assets means accounts receivable, instruments, chattel paper, obligations, general intangibles and other similar assets, in each case relating to receivables subject to the Permitted Receivables Facility, including interests in merchandise or goods, the sale or lease of which gave rise to such receivables, related contractual rights, guaranties, insurance proceeds, collections and proceeds of all of the foregoing.

  • Receivables and Related Assets means (a) accounts receivable, instruments, chattel paper, obligations, general intangibles, equipment and other similar assets, including interests in merchandise or goods, the sale or Lease of which gives rise to the foregoing, related contractual rights, guarantees, insurance proceeds, collections and other related assets, (b) equipment, (c) inventory and (d) proceeds of all of the foregoing.

  • Transferred Assets means the assets, rights and properties of the Sellers that the Purchasers shall acquire as of the Closing.

  • Contract Assets has the meaning assigned in Section 2.01 of the Transfer and Sale Agreement.

  • Receivables Purchase Agreement means the receivables purchase agreement, dated as of the Closing Date, between AHFC and the Seller, as amended or supplemented from time to time.

  • Receivables means the Accounts, Chattel Paper, Documents, Investment Property, Instruments and any other rights or claims to receive money which are General Intangibles or which are otherwise included as Collateral.

  • Sale Assets is defined in Section 5.2(a)(ii).

  • Receivables Transaction Amount means the amount of obligations outstanding under the legal documents entered into as part of such Qualified Receivables Transaction on any date of determination that would be characterized as principal if such Qualified Receivables Transaction were structured as a secured lending transaction rather than as a purchase.

  • Initial Receivables means the Receivables transferred to the Trust on the Closing Date as set forth on the Schedule of Receivables attached to the Initial SSA Assignment.

  • Net Purchased Loan Balance means, as of any date of determination, an amount equal to (a) the aggregate principal balance of all Portfolio Investments acquired by the Company prior to such date minus (b) the aggregate principal balance of all Portfolio Investments repurchased by the Parent or an Affiliate thereof prior to such date.

  • Conveyed Property means the Initial Conveyed Property and the Subsequent Conveyed Property.