P&A Agreement definition

P&A Agreement has the meaning set forth in Section 6.17.

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P&A Agreement has the meaning set forth in Section 5.14(a). “PBGC” has the meaning set forth in Section 3.13(e). “Permits” has the meaning set forth in Section 3.9(a)(i). “Permitted Liens” means, with respect to the Bank and the Transferred Subsidiaries, (a) mechanics’, materialmen’s, warehousemen’s, carriers’, workers’, landlord’s or repairmen’s liens or other similar common law or statutory Liens arising or incurred in the ordinary course of business and, in each case, with respect to which adequate reserves have been established, to the extent required by, and in such case in accordance with, GAAP and/or requirements under applicable Law (including applicable regulatory accounting principles) and set forth in the Bank Call Reports filed prior to the date hereof; (b) liens for Taxes, assessments and other governmental charges not yet due and payable or being contested in good faith by appropriate proceedings and for which adequate reserves have been established, to the extent required by, and in such case in accordance with, GAAP and/or requirements under applicable Law (including applicable regulatory accounting principles) and set forth in the Bank Call Reports filed prior to the date hereof, (c) licenses and other similar rights under Intellectual Property; (d) exceptions (including easements, covenants, rights of way, restrictions or other similar charges), gaps or other imperfections or defects or irregularities in the chain of title or other Liens that are readily apparent from the records of the applicable Governmental Authority registries and which were incurred in the ordinary course of business that do not, in any case, materially detract from the value or the use of the property subject thereto; (e) Liens against real estate that would be shown by a current title policy, title report or other similar report or listing

P&A Agreement as defined in Section 3.1.5(a).

Examples of P&A Agreement in a sentence

The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in section 2.1 of the P&A Agreement.
If CDARS deposits are taken between the date of the deposit download and the Bank Closing Date, they will be identified post closing and made part of Schedule 7 to the P&A Agreement.
Any notice, request or other document required or permitted to be given or delivered to the Holder by the Company shall be delivered in accordance with the notice provisions of the PA Agreement.
To the extent any inconsistency exists between this Assignment and the P&A Agreement, the terms of the P&A Agreement shall control and prevail.
This Agreement and the P&A Agreement (including the exhibits and schedules of each of the foregoing) contain the entire understanding of the parties hereto with respect to the subject matter hereof.
Nothing contained in this Assignment shall be deemed to supersede any of the covenants, agreements, representations or warranties of Assignor or Assignee contained in the P&A Agreement or to otherwise alter, amend, supersede or add to the terms of the P&A Agreement.
The DO accounts do not pass to the Assuming Bank and are excluded from the transaction as described in Section 2.1 of the P&A Agreement.
This Assignment and assumption confirmed hereby shall be governed by and construed in accordance with the terms and conditions of the P&A Agreement and the laws of the State of New York.
Capitalized terms not otherwise defined herein shall have the meanings given such terms in the P&A Agreement or the Shared-Loss Agreements, as applicable.
Capitalized terms not otherwise defined herein shall have the meanings set forth in the P&A Agreement.

More Definitions of P&A Agreement

P&A Agreement means the Placement Agent Agreement dated as of August 12, 2004 by and between the Company and the Placement Agent.

P&A Agreement means the Placement Agent Agreement dated as of September 27, 2005 by and between the Company and the Placement Agent.

P&A Agreement means the agreement executed between the PA and the OTM Holder/PI Holder;

P&A Agreement. As defined in the introduction to this Warrant.

P&A Agreement means the Amended and Restated Excluded Assets and Liabilities Purchase and Assumption Agreement, dated May 10, 2022 by and among the Bank, the Bank’s subsidiaries named therein, Seller and Seller Bank, as amended by Amendment No. 1 thereto and any further amendments thereto from time to time as mutually agreed by the parties thereto and Purchaser. “Transaction Documents” means this Agreement, the P&A Agreement, the Transitional Services Agreement, the Reverse Transitional Services Agreement, the Registration Rights Agreement, the Derivatives, Loans and Letters of Credit Agreement, the Excluded Commercial Card Business P&A Agreement and the GCIB Deposits Agreement. (b) ARTICLE 3 of the Purchase Agreement shall be amended by replacing the words “(the “Sellers’ Disclosure Schedule”)” in the lead-in paragraph in their entirety with “(as amended by Amendment No. 1 thereto and any further amendments thereto from time to time as mutually agreed by the parties hereto, the “Sellers’ Disclosure Schedule”).

P&A Agreement shall have the meaning set forth in the recitals hereto.