Initial PSA definition

Initial PSA means the Agreement for Purchase of Membership Interests in the Purchaser, dated on or about February 5, 2015, by and between Northleaf Geothermal Holdings, LLC and the Seller.
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Initial PSA means the Purchase and Sale Agreement, dated November 6, 2021, by and among the Company, the FE Member, the Investor Member, and, solely for the purposes of Sections 5.5, 5.6(c) and 8.1(a) and Article X thereof, the Guarantors (as defined therein). “Investor Group” means Brookfield Super-Core Infrastructure Partners L.P., together with its controlled investment vehicles. “IRR” means, with respect to the Investor Member, as of the consummation of a Drag- Along Sale, the actual pre-Tax annual rate of return of the Investor Member (specified as a percentage) taking into account only the following, on a cash-in, cash-out basis: (a) all Capital Contributions actually made to the Company by or on behalf of the Investor Member or any of its Permitted Transferees with respect to their Membership Interests on or before such date plus the Purchase Price (as defined in the Initial PSA) plus the Purchase Price (as defined in the Second PSA), and (b) all cash distributions to the Investor Member or any of its Permitted Transferees on or before such date. The IRR will be calculated using the XIRR function in the most recent version of Microsoft Excel (or if such program is no longer available, such other software program for calculating the IRR as is reasonably determined by the Board), and will be based on the actual dates of funding of such capital contributions and the actual dates of receipt of such cash distributions and proceeds. “JCP&L” means Jersey Central Power & Light. “KATCo Interests” means the equity interests in Keystone Appalachian Transmission Company. “Law” means any (a) law (statutory, common, or otherwise), rule, regulation, code or ordinance enacted, adopted, promulgated or applied by any Governmental Body, including the Federal Power Act, as amended, and FERC’s implementing regulations thereunder and all other regulatory requirements or Orders emanating from state and federal regulators of the Company Group’s businesses and operations or the ownership of the Membership Interests and (b) any other Order. “Liens” means all liens, mortgages, deeds of trust, pledges, security interests, charges, claims, proxy, voting trust or transfer restriction under any stockholder or similar agreement. “Lock-Up Period” means the date that is the third (3rd) anniversary of the Effective Date. “MAIT” means Mid-Atlantic Interstate Transmission, LLC. “MAIT Class B Distributable Amounts” means any amount of distributions received by the Company on account of the Company’...
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Initial PSA has the meaning set forth in the Recitals.
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Examples of Initial PSA in a sentence

  • This Agreement and the Initial PSA Assignment constitute, and each Subsequent Transfer PSA Assignment when duly executed and delivered shall constitute, a valid sale, transfer and assignment of the Purchased Property transferred thereby, enforceable against creditors of and purchasers from the Seller.

  • This Initial PSA Assignment is made pursuant to and affirms the representations, warranties and agreements on the part of the undersigned contained in the Pooling and Servicing Agreement and is to be governed by the Pooling and Servicing Agreement.

  • The Initial PSA Assignment and any Subsequent Transfer PSA Assignment.

  • This Agreement and the Initial PSA ---------- Assignment constitute, and each Subsequent Transfer PSA Assignment when duly executed and delivered shall constitute, a valid sale, transfer and assignment of the Purchased Property transferred thereby, enforceable against creditors of and purchasers from the Seller.

  • On the Closing Date, the Transferor will, pursuant to an assignment in the form attached hereto as Exhibit A-1 (the "Initial PSA Assignment"), convey, sell, transfer, assign, and set over to the Issuer all of the Specified Assets acquired by the Transferor on the Closing Date pursuant to the Purchase Agreement.

  • This Initial PSA Assignment is made pursuant to and upon the representations, warranties and agreements on the part of the undersigned contained in the Pooling Agreement and is to be governed by the Pooling Agreement.

  • This Agreement and the Initial PSA Assignment constitute, ---------- and each Subsequent Transfer PSA Assignment when duly executed and delivered shall constitute, a valid sale, transfer and assignment of the Purchased Property transferred thereby, enforceable against creditors of and purchasers from the Seller.

  • The Loans, including without limitation all documents and instruments evidencing or governing the Loans and all Loan Files relating thereto, identified in the schedule to the Initial PA Assignment and the Initial PSA Assignment.

  • This Agreement and the Initial PSA Assignment ---------- constitute, and each Subsequent Transfer PSA Assignment when duly executed and delivered shall constitute, a valid sale, transfer and assignment of the Purchased Property transferred thereby, enforceable against creditors of and purchasers from the Seller.

  • The Loans, including all documents and instruments evidencing or governing the Loans and all Loan Files relating thereto, identified in the schedule to the Initial PA Assignment and the Initial PSA Assignment.


More Definitions of Initial PSA

Initial PSA means the Purchase and Sale Agreement, dated November 6, 2021, by and among the Company, the FE Member, the Investor Member, and, solely for the purposes of Sections 5.5, 5.6(c) and 8.1(a) and Article X thereof, the Guarantors (as defined therein).
Sample 1
Initial PSA means the Agreement for Purchase of Membership Interests in ORPD LLC, dated on or about February 5, 2015, by and between the Purchaser and the Seller.
Sample 1

Related to Initial PSA

  • Initial Placement shall have the meaning set forth in the preamble hereto.

  • Initial Period means the period from (and including) the Issue Date to (but excluding) the First Call Date;

  • Initial Purchase Agreement means the Purchase Agreement (including the related Blanket Endorsement, Initial Xxxx of Sale and any attachments thereto) substantially in the form of Attachment A hereto (of which these Master Terms form a part by reference), to be executed by VL Funding, the VL Funding Eligible Lender Trustee on behalf of VL Funding, Funding and the Interim Eligible Lender Trustee on behalf of Funding, which shall certify that the representations and warranties made by VL Funding as set forth in Sections 5(A) and (B) and by the Servicer as set forth in Section 5(C) of these Master Terms are true and correct as of the Closing Date.

  • Initial Resolution Period As defined in Section 2.03(b).

  • Initial Prospectus Supplement means the prospectus supplement of the Company relating to the Securities, including the accompanying Base Prospectus, to be prepared and filed by the Company with the SEC pursuant to Rule 424(b)(5) under the Securities Act and in accordance with Section 5(a) hereof, together with all documents and information incorporated therein by reference.

  • Initial Negotiation End Date has the meaning set forth in Section 12.2(a).

  • Initial Public Offering means an offering of securities registered under the Securities Act of 1933, the issuer of which, immediately before the registration, was not subject to the reporting requirements of sections 13 or 15(d) of the Securities Exchange Act of 1934.

  • Initial Xxxx of Sale means the document, in the form of Attachment B hereto, executed by an authorized officer of SLM ECFC which shall (i) set forth the applicable Initial Loans offered by SLM ECFC and accepted for purchase by the Interim Eligible Lender Trustee for the benefit of Funding, (ii) sell, assign and convey to the Interim Eligible Lender Trustee for the benefit of Funding and its assignees all rights, title and interest of SLM ECFC in the Initial Loans listed on that Xxxx of Sale and (iii) certify that the representations and warranties made by SLM ECFC as set forth in Sections 5 (A) and (B) of these Master Terms are true and correct.

  • Initial Purchaser As defined in the preamble hereto.

  • Initial Purchase Date The first Purchase Date to occur under the Receivables Purchase Agreement.

  • Initial Purchase Price has the meaning set forth in Section 2.1.

  • COMMENCEMENT OF THE INITIAL PUBLIC OFFERING means the date that the Securities and Exchange Commission declares effective the registration statement filed under the Securities Act for the Initial Public Offering.

  • Initial Public Offering” (“IPO means an offering of securities registered under the 1933 Act, the issuer of which, immediately before the registration, was not subject to the reporting requirements of Sections 13 or 15(d) of the 1934 Act.

  • Prospectus Delivery Period means such period of time after the first date of the public offering of the Shares as in the opinion of counsel for the Underwriters a prospectus relating to the Shares is required by law to be delivered (or required to be delivered but for Rule 172 under the Securities Act) in connection with sales of the Shares by any Underwriter or dealer.

  • Initial LLC Agreement has the meaning set forth in the recitals to this Agreement.

  • Initial Public Offering Price means the price per share of APP Common Stock received by APP before underwriting commissions, discounts or other fees in connection with its Initial Public Offering.

  • Initial Purchasers shall have the meaning set forth in the preamble.

  • TERMINATION OF THE INITIAL PUBLIC OFFERING means the earlier of (i) the date on which the Initial Public Offering expires or is terminated by the Company or (ii) the date on which all shares of stock offered in the Initial Public Offering are sold, excluding warrants, if any, offered thereunder and shares that may be acquired upon exercise of such warrants and shares offered thereunder that may be acquired pursuant to the Reinvestment Plan.

  • Initial Notice shall have the meaning set forth in Section 7.1.

  • Initial Public Offering” or “IPO means an offering of securities registered under the Securities Act of 1933, the issuer of which, immediately before the registration, was not subject to the reporting requirements of Sections 13 or 15(d) of the Securities Exchange Act of 1934.

  • Registrant Fax Ext 4321 Registrant Email: XXXXX@XXXXXXX.XXX Admin ID: 5372809-ERL Admin Name: EXAMPLE REGISTRANT ADMINISTRATIVE Admin Organization: EXAMPLE REGISTRANT ORGANIZATION Admin Street: 000 XXXXXXX XXXXXX Xxxxx Xxxx: ANYTOWN Admin State/Province: AP Admin Postal Code: A1A1A1 Admin Country: EX Admin Phone: +1.0000000000 Admin Phone Ext: 1234 Admin Fax: +1.5555551213 Admin Fax Ext: Admin Email: XXXXX@XXXXXXX.XXX Tech ID: 5372811-ERL Tech Name: EXAMPLE REGISTRAR TECHNICAL Tech Organization: EXAMPLE REGISTRAR LLC Tech Street: 000 XXXXXXX XXXXXX Xxxx Xxxx: ANYTOWN Tech State/Province: AP Tech Postal Code: A1A1A1 Tech Country: EX Tech Phone: +1.1235551234 Tech Phone Ext: 1234 Tech Fax: +1.5555551213 Tech Fax Ext: 93 Tech Email: XXXXX@XXXXXXX.XXX Name Server: NS01.EXAMPLEREGISTRAR.TLD Name Server: NS02.EXAMPLEREGISTRAR.TLD DNSSEC: signedDelegation DNSSEC: unsigned >>> Last update of WHOIS database: 2009-05-29T20:15:00Z <<< Registrar Data: Query format: whois “registrar Example Registrar, Inc.” Response format: Registrar Name: Example Registrar, Inc. Street: 0000 Xxxxxxxxx Xxx City: Marina del Rey State/Province: CA Postal Code: 90292 Country: US Phone Number: +1.0000000000 Fax Number: +1.3105551213 Email: xxxxxxxxx@xxxxxxx.xxx WHOIS Server: whois.example-registrar.tld Referral URL: xxxx://xxx.xxxxxxx-xxxxxxxxx.xxx Admin Contact: Xxx Registrar Phone Number: +1.3105551213 Fax Number: +1.3105551213 Email: xxxxxxxxxxxx@xxxxxxx-xxxxxxxxx.xxx Admin Contact: Xxxx Registrar Phone Number: +1.3105551214 Fax Number: +1.3105551213 Email: xxxxxxxxxxxxx@xxxxxxx-xxxxxxxxx.xxx Technical Contact: Xxxx Geek Phone Number: +1.3105551215 Fax Number: +1.3105551216 Email: xxxxxxxx@xxxxxxx-xxxxxxxxx.xxx >>> Last update of WHOIS database: 2009-05-29T20:15:00Z <<< Nameserver Data: Query format: whois “NS1.EXAMPLE.TLD”, whois “nameserver (nameserver name)”, or whois “nameserver (IP Address)” Response format: Server Name: NS1.EXAMPLE.TLD IP Address: 192.0.2.123 IP Address: 2001:0DB8::1 Registrar: Example Registrar, Inc. WHOIS Server: whois.example-registrar.tld Referral URL: xxxx://xxx.xxxxxxx-xxxxxxxxx.xxx >>> Last update of WHOIS database: 2009-05-29T20:15:00Z <<< The format of the following data fields: domain status, individual and organizational names, xxxxxxx, xxxxxx, xxxx, xxxxx/xxxxxxxx, postal code, country, telephone and fax numbers (the extension will be provided as a separate field as shown above), email addresses, date and times should conform to the mappings specified in EPP RFCs 5730-5734 so that the display of this information (or values return in WHOIS responses) can be uniformly processed and understood. In order to be compatible with ICANN’s common interface for WHOIS (InterNIC), WHOIS output shall be in the format outline above.

  • Initial Payment Date has the meaning specified in Section 3 of this Supplement.

  • Underwriter Free Writing Prospectus means a Free Writing Prospectus prepared by or on behalf of an Underwriter.