Eligible Securitization Transaction definition

Eligible Securitization Transaction means any Xxxxxx Mae MBS which, as of the date of the related Transaction and as of each day that any Asset shall be subject to a Transaction hereunder (unless expressly agreed upon in writing by Buyer to the contrary) with respect to which the Servicing Contract and is in full force and effect, at any time any Asset related to such Servicing Contract is subject to a Transaction, and under which the Servicer has not been terminated, resigned or become subject to a right of termination or other “trigger event.”
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Eligible Securitization Transaction means any of those Securitization Transactions approved by Lender in its sole discretion and listed on Schedule 2 hereof, which may be amended from time to time with the consent of Lender in its sole discretion and in accordance with Section 2.15 hereof, and which, as of the date of the related Loan Advance and as of each day that any Asset shall be pledged to Lender hereunder (unless expressly agreed upon in writing by Lender to the contrary):
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Eligible Securitization Transaction means a Securitization Transaction in which (a) the Company enters into an agreement whereby an Affiliate of the Lender shall sponsor, through one of its trusts or subsidiaries, such Securitization Transaction and an Affiliate of the Lender shall function as sole lead manager or lead manager in the distribution of the resulting securities; or (b) an Affiliate of the Lender functions (at such Affiliate's option and on terms and conditions acceptable to the Lender and such Affiliate) as sole lead manager, lead manager, co-lead manager or syndicate underwriter in the distribution of the securities resulting from such Securitization Transaction. In addition, if the Lender has provided written notice to the Company that none of the Lender's Affiliates desires to act as sole lead manager, lead manager, co-lead manager or syndicate underwriter in the distribution of the securities resulting from a Securitization Transaction proposed by the Company (as contemplated by clauses (a) and (b), above), such Securitization Transaction shall be deemed to be an "Eligible Securitization Transaction" if its structure, including, without limitation, the structure of the Mortgage Pool backing such Securitization Transaction, and the structure of the resulting Interest-only Certificate, are acceptable to the Lender, in its sole and absolute discretion.
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Examples of Eligible Securitization Transaction in a sentence

  • Neither the Company nor any Subsidiary is in violation of any term of its charter or by-laws, or of any material term of any agreement (including but not limited to any agreement executed in connection with any Eligible Securitization Transaction) or instrument to which it is a party, or, to the best of the Company's knowledge, of any judgment, decree, order, statute, rule or governmental regulation applicable to it which might reasonably be expected to have a Material Adverse Effect.

  • Eligible Securitization Transaction ----------------------------------------------------------------------- Documents; Agreement to Hold in Trust.

  • The Company will not, and will not permit Fincx xx any other Subsidiary to amend, modify or change (or consent to any such amendment, modification or change) in any manner adverse to the interests of the Lenders any of the provisions set forth in the Eligible Securitization Transaction Documents without the prior written consent of the Lenders.

  • All agreements, documents or instruments now or hereafter necessary to ensure that the Collateral and all proceeds thereof will be deposited directly into the Blocked Account, and to otherwise give effect to the transactions contemplated by this Agreement, including but not limited to, the Irrevocable Payment Directives, are referred to herein collectively as the "Eligible Securitization Transaction Documents".

  • Lender hereby agrees with Borrower to review the Required Information submitted by Borrower for designation of the related Subsequent Securitization Transaction as an Eligible Securitization Transaction.

  • The Company ---------------------------------------------------------------- will not, and will not permit ARC, CPSRC or any other Subsidiary to amend, modify or change (or consent to any such amendment, modification or change) in any manner adverse to the interests of the Lenders any of the provisions set forth in the Eligible Securitization Transaction Documents without the prior written consent of the Lenders.

  • The first is the Decision on Appeal entered on September 25, 2006 (“Stauffer I”).

  • If Borrower does not receive written notice from Lender approving the inclusion of the Subsequent Securitization Transaction as an Eligible Securitization Transaction within ten (10) Business Days of Lender's receipt of the Required Information, the request for such Subsequent Securitization Transaction as an Eligible Securitization Transaction shall be deemed to be denied by Lender.

  • The Company has no knowledge of any condition, event, defect or circumstance which would impair the Company's rights under the Eligible Securitization Transaction Documents or the Company's right to receive payments in respect of the Collateral, or any other event or condition which could reasonably be expected to have a Material Adverse Effect.

  • The Lenders ----------------------------------------------------------------- shall have received, reviewed and confirmed that the forms of Eligible Securitization Transaction Documents to be executed by all parties thereto are acceptable in form and substance to the Lenders.


More Definitions of Eligible Securitization Transaction

Eligible Securitization Transaction set forth in Section 1.1 of the Agreement is amended to read in its entirety as follows:
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Eligible Securitization Transaction means a Securitization Transaction in which (a) the Company enters into an agreement whereby an Affiliate of the Lender shall sponsor, through one of its trusts or subsidiaries, such Securitization Transaction and an Affiliate of the Lender shall function as lead manager in the distribution of the resulting securities; or (b) an Affiliate of the Lender functions, on terms and conditions acceptable to such Affiliate and the Company, as lead manager in the distribution of the securities resulting from such Securitization Transaction or such Affiliate functions as lead manager with Lehman Brothers as co-lead manager, on terms and conditions accexxxxxx to such Affiliate, the Company and Lehman Brothers, in the distribution of the securities resulting xxxx such Securitization Transaction; provided, however, that Lehman Brothers' role as co-lead manager shall be contingent upox xxx Lehman Facility remaining available to the Company at the time of xxxx Securitization Transaction; and, provided further, that in either case the structure of the Securitization Transaction, the Mortgage Pool backing such Securitization Transaction, and the resulting Interest-only Certificate is acceptable to the Lender, in its sole discretion.
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Eligible Securitization Transaction has the meaning specified in the Pricing Side Letter.
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Eligible Securitization Transaction means any of those Securitization Transactions approved by Administrative Agent in its sole good faith discretion and listed on Schedule 2 hereof (broken down into Agency Servicing Contracts and Non-Agency Servicing Contracts), which may be amended from time to time with the consent of Administrative Agent in its sole good faith discretion and in accordance with Section 2.15 hereof, and which, as of the date of the related Transaction and as of each day that any Asset shall be pledged to Administrative Agent hereunder for the benefit of Buyers (unless expressly agreed upon in writing by Administrative Agent to the contrary):
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Eligible Securitization Transaction means a Securitization Transaction (a) in which the Company enters into an agreement whereby an Affiliate of the Lender shall sponsor, through one of its trusts or subsidiaries, such Securitization Transaction and an Affiliate of the Lender shall function as lead manager in the distribution of the resulting securities; (b) in which an Affiliate of the Lender functions, on terms and conditions acceptable to such Affiliate and the Company, as lead manager in the distribution of the securities resulting from such Securitization Transaction or such Affiliate functions as lead manager with Lehman Brothers as co-lead manager, on terms and conditions acceptablx xx such Affiliate, the Company and Lehman Brothers, in the distribution of the securities resulting xxxx such Securitization Transaction; provided, however, that Lehman Brother's role as co-lead manager shall be contingent upox xxx Lehman Facility remaining available to the Company at the time of xxxx Securitization Transaction; or (c) which the Lender, in its sole and absolute discretion, otherwise approves as an "Eligible Securitization Transaction" notwithstanding its failure to satisfy the requirements of clauses (a) or (b) above; provided, that in any such case the structure of the Securitization Transaction, the Mortgage Pool backing such Securitization Transaction, and the resulting Interest-only Certificate is acceptable to the Lender, in its role discretion.
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Related to Eligible Securitization Transaction

  • Qualified Securitization Transaction means any transaction or series of transactions that may be entered into by the Company or any of its Restricted Subsidiaries pursuant to which the Company or any of its Subsidiaries may sell, convey or otherwise transfer to:

  • Securitization Transaction Any transaction involving either (1) a sale or other transfer of some or all of the Mortgage Loans directly or indirectly to an issuing entity in connection with an issuance of publicly offered or privately placed, rated or unrated mortgage-backed securities or (2) an issuance of publicly offered or privately placed, rated or unrated securities, the payments on which are determined primarily by reference to one or more portfolios of residential mortgage loans consisting, in whole or in part, of some or all of the Mortgage Loans.

  • Permitted Securitization Transaction Any financing transaction undertaken by the Seller or an Affiliate of the Seller that is secured, directly or indirectly, by the Collateral or any portion thereof or any interest therein, including any sale, lease, whole loan sale, asset securitization, secured loan or other transfer.

  • Securitization Transfer The sale or transfer of some or all of the Mortgage Loans to a trust or other entity as part of a publicly-issued or privately-placed, rated or unrated mortgage pass-through or other mortgage-backed securities transaction.

  • Pawn transaction means the same as that term is defined in Section 13-32a-102.

  • Eligible Transaction means any transaction,—

  • Qualified Receivables Transaction means any transaction or series of transactions that may be entered into by the Company or any of its Subsidiaries pursuant to which the Company or any of its Subsidiaries may sell, convey or otherwise transfer to:

  • Acquisition Transaction means any transaction or series of transactions involving:

  • Eligible Transactions means any retail transactions for the purchase of goods and/or services successfully charged to your Principal Credit Card and which are posted on UOB’s systems but excluding the Excluded Transactions (as defined below). For the avoidance of doubt, Eligible Transactions made in foreign currencies will be converted into Singapore dollars based on UOB’s then prevailing exchange rate applicable at the time of exchange. The transaction amount posted in your Principal Credit Card account will be used for the purposes of computing the Qualifying Spend amount for this Promotion.

  • Proposed Acquisition Transaction means, with respect to a SpinCo, a transaction or series of transactions (or any agreement, understanding or arrangement, within the meaning of Section 355(e) of the Code and Treasury Regulations Section 1.355-7, or any other Treasury Regulations promulgated thereunder, to enter into a transaction or series of transactions), whether such transaction is supported by the management or shareholders of such SpinCo, is a hostile acquisition, or otherwise, as a result of which such SpinCo would merge or consolidate with any other Person or as a result of which any Person or Persons would (directly or indirectly) acquire, or have the right to acquire, from such SpinCo and/or one or more holders of outstanding shares of Capital Stock of such SpinCo, a number of shares of Capital Stock of such SpinCo that would, when combined with any other changes in ownership of Capital Stock of such SpinCo pertinent for purposes of Section 355(e) of the Code, comprise 45% or more of (a) the value of all outstanding shares of stock of such SpinCo as of the date of such transaction, or in the case of a series of transactions, the date of the last transaction of such series, or (b) the total combined voting power of all outstanding shares of voting stock of such SpinCo as of the date of such transaction, or in the case of a series of transactions, the date of the last transaction of such series. Notwithstanding the foregoing, a Proposed Acquisition Transaction shall not include (i) the adoption by such SpinCo of a shareholder rights plan or (ii) issuances by such SpinCo that satisfy Safe Harbor VIII (relating to acquisitions in connection with a person’s performance of services) or Safe Harbor IX (relating to acquisitions by a retirement plan of an employer) of Treasury Regulations Section 1.355-7(d). For purposes of determining whether a transaction constitutes an indirect acquisition, any recapitalization resulting in a shift of voting power or any redemption of shares of stock shall be treated as an indirect acquisition of shares of stock by the non-exchanging shareholders. This definition and the application thereof is intended to monitor compliance with Section 355(e) of the Code and shall be interpreted accordingly. Any clarification of, or change in, the statute or Treasury Regulations promulgated under Section 355(e) of the Code shall be incorporated into this definition and its interpretation.

  • SPAC Transaction means a transaction or series of related transactions by merger, consolidation, share exchange or otherwise of the Company with a publicly traded “special purpose acquisition company” or its subsidiary (collectively, a “SPAC”), immediately following the consummation of which the common stock or share capital of the SPAC or its successor entity is listed on the Nasdaq Stock Market, the New York Stock Exchange or another exchange or marketplace approved by the Board of Directors, including a majority of the Preferred Directors.

  • Qualified Securitization Financing means (a) any timeshare loan backed notes (such as Hilton Grand Vacations Trust 2013-A) and similar facilities, (b) any revolving non-recourse timeshare notes credit facility (such as the receivables loan agreement, dated May 9, 2013, among Hilton Grand Vacations Trust I LLC, Xxxxx Fargo Bank, National Association, as paying agent, a commercial paper conduit lender, Deutsche Bank AG New York Branch and Bank of America, N.A., as committed lenders and Deutsche Bank AG New York Branch, as administrative agent) and similar facilities and (c) any other Securitization Financing of a Securitization Subsidiary that meets the following conditions: (x) the board of directors of the Borrower shall have determined in good faith that such Qualified Securitization Financing (including financing terms, covenants, termination events and other provisions) is in the aggregate economically fair and reasonable to the Borrower and the Securitization Subsidiary and (y) all sales and/or contributions of Securitization Assets and related assets to the Securitization Subsidiary are made at fair market value (as determined in good faith by the Borrower). The grant of a security interest in any Securitization Assets of the Borrower or any of its Restricted Subsidiaries (other than a Securitization Subsidiary) to secure Indebtedness under this Agreement prior to engaging in any Securitization Financing shall not be deemed a Qualified Securitization Financing.

  • Qualified Receivables Financing means any Receivables Financing of a Receivables Subsidiary that meets the following conditions:

  • M&A Transaction means (a) a transaction in which all or substantially all of the assets to which the subject matter of this Agreement relates are acquired by or assigned to party that is not an Affiliate, or (b) a sale of all or substantially all of the share capital of BioLine (or its Affiliates), (c) the merger of BioLine (or its Affiliates) with any other entity, or any other similar corporate action, except an internal reorganization of BioLine (or its Affiliates) for tax-related reasons otherwise.

  • Termination Transaction has the meaning set forth in Section 11.2.B hereof.

  • Eligible Securities means those securities which are identified as permissible securities for a particular Transaction Category.

  • Sale Transaction has the meaning set forth in Section 3(a).

  • Roll-Up Transaction means a transaction involving the acquisition, merger, conversion or consolidation either directly or indirectly of the Company and the issuance of securities of a Roll-Up Entity to the holders of Common Shares. Such term does not include:

  • Permitted Securitization Financing means one or more transactions pursuant to which (i) Securitization Assets or interests therein are sold to or financed by one or more Special Purpose Securitization Subsidiaries, and (ii) such Special Purpose Securitization Subsidiaries finance their acquisition of such Securitization Assets or interests therein, or the financing thereof, by selling or borrowing against Securitization Assets and any Hedging Agreements entered into in connection with such Securitization Assets; provided, that recourse to the Borrower or any Subsidiary (other than the Special Purpose Securitization Subsidiaries) in connection with such transactions shall be limited to the extent customary (as determined by the Borrower in good faith in consultation with the Administrative Agent) for similar transactions in the applicable jurisdictions (including, to the extent applicable, in a manner consistent with the delivery of a “true sale”/“absolute transfer” opinion with respect to any transfer by the Borrower or any Subsidiary (other than a Special Purpose Securitization Subsidiary)).

  • Acquisition Transactions means the transactions contemplated by the Acquisition Agreement.

  • Relevant Transaction has the meaning specified in Section 2.05(b)(ii).

  • Permitted Asset Swap means the concurrent purchase and sale or exchange of assets used or useful in a Similar Business or a combination of such assets and cash, Cash Equivalents between the Company or any of its Restricted Subsidiaries and another Person; provided that any cash or Cash Equivalents received in excess of the value of any cash or Cash Equivalents sold or exchanged must be applied in accordance with Section 3.5 hereof.

  • Factoring Transaction means any transaction or series of transactions that may be entered into by the Issuer or any Restricted Subsidiary pursuant to which the Issuer or such Restricted Subsidiary may sell, convey, assign or otherwise transfer Receivables Assets (which may include a backup or precautionary grant of security interest in such Receivables Assets so sold, conveyed, assigned or otherwise transferred or purported to be so sold, conveyed, assigned or otherwise transferred) to any Person that is not a Restricted Subsidiary; provided that any such Person that is a Subsidiary meets the qualifications in clauses (1) through (3) of the definition of “Receivables Subsidiary.”

  • Treasury Transaction means any derivative transaction entered into in connection with protection against or benefit from fluctuation in any rate or price.

  • Excluded Transaction means any transaction in which assets are transferred to: (A) a shareholder of the Company (determined immediately before the asset transfer) in exchange for or with respect to its stock; (B) an entity, fifty percent (50%) or more of the total value or voting power of which is owned, directly or indirectly, by the Company (determined after the asset transfer); (C) a Person, or more than one Person Acting as a Group, that owns, directly or indirectly, fifty percent (50%) or more of the total value or voting power of all the outstanding stock of the Company (determined after the asset transfer); or (D) an entity at least fifty percent (50%) of the total value or voting power of which is owned, directly or indirectly, by a Person described in clause (C) (determined after the asset transfer).

  • Business Combination Transaction means: