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 set forth in Section 1.1 of the Agreement is amended to read in its entirety as follows:
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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.

  • Without limiting ---------------------------------------------------------- the scope of subsection 3.11, no Credit Trigger has occurred under any agreement --------------- executed in connection with any Eligible Securitization Transaction nor has any Insurance Event of Default occurred.

  • Upon approval in writing by Buyer of such additional Securitization Transaction, Servicing Contract or Participation Agreement as an Eligible Securitization Transaction and filing of a UCC-3 amendment adding the Securitization Transaction, Servicing Contract or Participation Agreement, Schedule 2 shall be automatically updated to include each additional Eligible Securitization Transaction, Servicing Contract or Participation Agreement identified thereon.

  • 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.

  • Pursuant to the Eligible Securitization Transaction Documents, and the documents governing any additional Eligible Securitization Transaction(s), the Company shall cause the depository, paying agent or, in the case of Pledged Certificates, spread account trustee or other trustee or paying agent maintaining any Spread Account or other account from which proceeds of the Collateral are to be released to the Company, to release such proceeds directly to the Blocked Account.

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

  • The Company will not permit the Net Yield for any Eligible Securitization Transaction (i) with a Pool Factor of forty percent (40%) or greater to be less than two and one-half percent (2-1/2%) for any period of three (3) consecutive months and (ii) with a Pool Factor of less than forty percent (40%) to be less than one and one-half percent (1 1/2%) for any period of three (3) consecutive months.

  • Upon approval in writing by Lender of such additional Securitization Transaction, Servicing Contract or Participation Agreement as an Eligible Securitization Transaction and filing of a UCC-3 amendment adding the Securitization Transaction, Servicing Contract or Participation Agreement, Schedule 2 shall be automatically updated to include each additional Eligible Securitization Transaction, Servicing Contract or Participation Agreement identified thereon.

  • 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.

  • The Company and the Secured Parties agree that, from time to time in accordance with the terms of the Loan Agreement, the Company may request that an Eligible Securitization Transaction be deleted from the Borrowing Base, and further agree that any such deletion shall not under any circumstances affect or impair the status of such Eligible Securitization Transaction and any proceeds thereof as Collateral, as defined in this Agreement.


More Definitions of Eligible Securitization Transaction

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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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 Xxxxxx Brothers as co-lead manager, on terms and conditions acceptable to such Affiliate, the Company and Xxxxxx Brothers, in the distribution of the securities resulting from such Securitization Transaction; provided, however, that Xxxxxx Brother's role as co-lead manager shall be contingent upon the Xxxxxx Facility remaining available to the Company at the time of such 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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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 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 has the meaning specified in the Pricing Side Letter.
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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 means, with respect to any Person, any financing transaction or series of financing transactions (including factoring arrangements) pursuant to which such Person or any Subsidiary of such Person may sell, convey or otherwise transfer, or grant a security interest in, accounts, payments, receivables, rights to future lease payments or residuals or similar rights to payment to a special purpose subsidiary or affiliate of such Person.

  • 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.

  • Eligible Transaction means any transaction,—

  • Qualified Receivables Transaction means any transaction or series of transactions that may be entered into by the Borrower or any Subsidiary pursuant to which the Borrower or any Subsidiary may sell, convey or otherwise transfer to a newly-formed Subsidiary or other special-purpose entity, or any other Person, any accounts or notes receivable and rights related thereto.

  • 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 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 regulations promulgated thereunder, to enter into a transaction or series of transactions), whether such transaction is supported by SpinCo management or shareholders, is a hostile acquisition, or otherwise, as a result of which SpinCo (or any successor thereto) would merge or consolidate with any other Person or as a result of which one or more Persons would (directly or indirectly) acquire, or have the right to acquire, from SpinCo (or any successor thereto) and/or one or more holders of SpinCo Capital Stock, respectively, any amount of stock of SpinCo, that would, when combined with any other direct or indirect changes in ownership of the stock of SpinCo pertinent for purposes of Section 355(e) of the Code and the Treasury Regulations promulgated thereunder, comprise forty percent (40%) or more of (i) the value of all outstanding shares of 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 (ii) the total combined voting power of all outstanding shares of voting stock of 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 SpinCo of a customary shareholder rights plan or (ii) issuances by 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 are intended to monitor compliance with Section 355(e) of the Code and the Treasury Regulations promulgated thereunder and shall be interpreted and applied accordingly. Any clarification of, or change in, the statute or regulations promulgated under Section 355(e) of the Code shall be incorporated in 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 any Securitization Financing of a Securitization Subsidiary that meets the following conditions: (i) the Board of Directors of the Borrower shall have determined in good faith that such 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, (ii) all sales of Securitization Assets and related assets to the Securitization Subsidiary are made at fair market value (as determined in good faith by the Borrower) and (iii) the financing terms, covenants, termination events and other provisions thereof shall be market terms (as determined in good faith by the Borrower) and may include Standard Securitization Undertakings. 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 hereunder and under any other Credit Agreement or any permitted additional Indebtedness with Pari Passu Lien Priority and any Refinancing Indebtedness with respect thereto 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 any acquisition, directly or indirectly, by a Project Holdco, whether by purchase, merger or otherwise, of all or substantially all of the assets of, all or a portion of the Equity Interests of, or a business line or unit or a division of, any Person.

  • 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 or transferred to or financed by one or more Special Purpose Securitization Subsidiaries, and (ii) such Special Purpose Securitization Subsidiaries finance (or refinance) their acquisition of such Securitization Assets or interests therein, or the financing thereof, by selling or borrowing against Securitization Assets (including conduit and warehouse financings) 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) 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 Borrower or any Restricted Subsidiary pursuant to which the Borrower or such Restricted Subsidiary may sell, convey, assign or otherwise transfer Securitization Assets (which may include a backup or precautionary grant of security interest in such Securitization Assets so sold, conveyed, assigned or otherwise transferred or purported to be so sold, conveyed, assigned or otherwise transferred) to any Person other than a 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: