IB Finance definition
Examples of IB Finance in a sentence
After giving effect to the purchase and sale under this Article 1, ResCap shall, subject to the terms and conditions in the IB Finance Operating Agreement, become a member of IB Finance, and the Purchased Interest and voting interest in IB Finance retained by GMAC shall together constitute 100% of the membership interest in IB Finance.
At any time after January 1, 2009, GMAC may elect to exchange all (but not less than all) of its ResCap Preferred Units into an equivalent number of IB Finance Preferred Units by delivering a written notice (the “Exchange Notice”) at least 5 business days prior to the effective date of the Exchange (the “Exchange Date”) specified in such notice to each of ResCap and IB Finance.
The transfer and delivery to Purchaser of the Transferred Class M Common Units hereunder will transfer to Purchaser legal and valid title to all of the Transferred Class M Common Units, free and clear of any Lien, other than Liens under federal and state securities laws and obligations under the Effective IB Finance LLC Agreement.
The Exchange Notice shall be delivered to ResCap and IB Finance at their respective addresses set forth below.
The purchase and sale shall be effectuated by execution of the Assignment of Membership Interests in the form attached to this Agreement as Exhibit A, and following the purchase and sale under this Article 1, ResCap shall have the rights and preferences with respect to the Purchased Interest as described in the IB Finance Operating Agreement.
GMAC is currently the owner of 100% of the membership interests of IB Finance Holding Company, LLC (“IB Finance”), a Delaware limited liability company (the “IB Finance Equity”).
Except as otherwise disclosed in writing by Seller to Purchaser on the date hereof, to Seller’s Knowledge, there is no demand, claim, suit, action, arbitration or legal, administrative or other proceeding pending or threatened against IB Finance, the Bank or any of its Subsidiaries, officers, directors or employees relating to the Mortgage Division or its assets or operations.
On the Exchange Date, IB Finance will convert the Outstanding Number of IB Finance common units then held by ResCap into the Outstanding Number of IB Finance Preferred Units and deliver such units to GMAC (or such wholly-owned direct or indirect affiliate of GMAC as is specified in the Exchange Notice) and GMAC (or such other specified person) will become a member of IB Finance.
Except with respect to any non-compliance that may have occurred prior to the date hereof, the FDIC will not enforce against Ally Financial or IB Finance the terms and provisions of the Original CALMA, provided that to the extent that any terms or provisions of the Original CALMA are identical to terms and provisions in this Agreement, the FDIC will enforce those terms and provisions under this Agreement.
Seller is the owner of all right, title and interest (record and beneficial) in and to the Transferred Class M Common Units, free and clear of any Lien, other than (i) Liens under federal and state securities laws, (ii) Liens securing the GMAC Revolver, the Second Lien Notes and the Third Lien Notes (which Liens will be released as of the Closing Date) and (iii) obligations under the Effective IB Finance LLC Agreement.