Release of Liens definition

Release of Liens shall have the meaning given to that term in Section 2.01(c). "Solvent" means, with respect to any Person at any time, that at such time (a) the sum of the debts and liabilities (including, without limitation, contingent liabilities) of such Person is not greater than all of the assets of such Person at a fair valuation, (b) the present fair salable value of the assets of such Person is not less than the amount that will be required to pay the probable liability of such Person on its debts as they become absolute and matured, (c) such Person has not incurred, will not incur, does not intend to incur, and does not believe that it will incur, debts or liabilities (including, without limitation, contingent liabilities) beyond such person's ability to pay as such debts and liabilities mature, (d) such Person is not engaged in, and is not about to engage in, a business or a transaction for which such person's property constitutes or would constitute unreasonably small capital, and (e) such Person is not otherwise insolvent as defined in, or otherwise in a condition which could in any circumstances then or subsequently render any transfer, conveyance, obligation or act then made, incurred or performed by it avoidable or fraudulent pursuant to, any Law that may be applicable to such Person pertaining to bankruptcy, insolvency or creditors' rights (including but not limited to the Bankruptcy Code of 1978, as amended, and, to the extent applicable to such Person, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act, or any other applicable Law pertaining to fraudulent conveyances or fraudulent transfers or preferences). "Termination Statements" shall have the meaning given to that term in Section 2.01(e). "Transaction Documents" shall mean this Agreement, the Lease Amendment, the Jet Fuel Agreement, the Debt Discharge and Release, the Release of Liens, the Termination Statements, the Leasehold Mortgage Termination, the Assignment Termination, the Equity Transfer Documents, the Receipt and Release and the New Leasehold Mortgage Agreement. "Warrants" shall have the meaning given to that term in Recital C. ARTICLE II Obligations of Xxxxxx North America
Sample 1
Release of Liens means a release in form and substance satisfactory to Royalty Owner pursuant to which Existing Mortgage Holder releases all of its liens, security interests and other rights in and with respect to the Subject Interests and the Related Assets.
Sample 1
Release of Liens as defined in Section 2.4(a)(vii).
Sample 1

Examples of Release of Liens in a sentence

  • The Contractor shall, upon completion of the Services, provide the City with a Release of Liens from any subcontractor or other supplier.

  • An executed Release of Liens and Claims in the format required by the Contracting Officer must accompany each Application for Payment.

  • In addition, the Contractor shall provide to the County a certified statement of Release of Liens and Consent of Surety.

  • Shall be obtained upon completion and acceptance of all punch list items, the submittal of all required documents including but not limited to, Release of Liens, Warranties, Final Pay Application, E-Verify verification, and any other document the Department requires.

  • The Contractor shall, upon completion of the Services, provide the HAS with a Release of Liens from any subcontractor or other supplier.

  • Failure of the CONTRACTOR to submit Executed Release of Liens by CONTRACTOR and all Subcontractors with each progress payment shall be grounds for non-payment by the OWNER.

  • All completed payment requisitions and Release of Liens documents must be submitted to the Contractor’s main office in addition to the project site.

  • Draw requests will occur no more often than monthly, only with proper certification of completion from the Architect, and with the xxxxx 0% retainage being paid only after receipt of a Certificate of Occupancy, Release of Liens and Final Cost Certification as approved by the project architect.

  • Affidavit of Payments of Debts and Claims, Affidavit of Release of Liens.

  • In addition, within this time the Design-Builder shall execute and submit a Final Release of Liens and Claims in a form and format required by a Contracting Officer (“CO”), inclusive of providing the Department with a complete set of any product manuals (“O&M”) and training videos, if applicable.

Related to Release of Liens

  • Release of Claims means the Release of Claims in substantially the same form attached hereto as Exhibit A (as the same may be revised from time to time by the Company upon the advice of counsel).

  • Maintenance Release means any update, upgrade, release or other adaptation or modification of the Software, including any updated Documentation, that Contractor may generally provide to its licensees from time to time during the Term, which may contain, among other things, error corrections, enhancements, improvements or other changes to the user interface, functionality, compatibility, capabilities, performance, efficiency or quality of the Software.

  • Release means any release, spill, emission, discharge, deposit, disposal, leaking, pumping, pouring, dumping, emptying, injection or leaching into the Environment, or into, from or through any building, structure or facility.

  • Escrow Release Conditions means, collectively, the conditions set forth in Section 4.3.

  • Lien Waiver Agreement means an agreement which is executed in favor of Agent by a Person who owns or occupies premises at which any Collateral may be located from time to time and by which such Person shall waive any Lien that such Person may ever have with respect to any of the Collateral and shall authorize Agent from time to time to enter upon the premises to inspect or remove the Collateral from such premises or to use such premises to store or dispose of such Inventory.

  • Guaranty and Security Agreement means a guaranty and security agreement, dated as of even date with this Agreement, in form and substance reasonably satisfactory to Agent, executed and delivered by each of the Loan Parties to Agent.

  • Guaranty and Collateral Agreement means the Guaranty and Collateral Agreement dated as of the date hereof executed and delivered by the Loan Parties, together with any joinders thereto and any other guaranty and collateral agreement executed by a Loan Party, in each case in form and substance satisfactory to the Administrative Agent.

  • GENERAL AND SPECIAL CONDITIONS OF CONTRACT means the instructions to Tenderer and General and special conditions of contract pertaining to the work for which above tenders have been called for.

  • Perfection Representations means the representations, warranties and covenants set forth in Schedule 1 attached hereto.

  • Collateral Release Date has the meaning given that term in Section 8.10.(b).

  • Waiver and Release means the Waiver and Release attached hereto as Exhibit A.

  • Environmental Indemnity means that certain Environmental Indemnity Agreement, dated as of the date hereof, executed by Borrower and Guarantor in connection with the Loan for the benefit of Lender, as the same may be amended, restated, replaced, supplemented or otherwise modified from time to time.

  • Deed of Release has the meaning set out in the Restructuring Implementation Deed;

  • Guaranteed asset protection waiver means that term as defined in section 3 of the guaranteed asset protection waiver act.

  • Assignment of Leases and Rents means the Assignment of Leases and Rents, executed by Borrower for the benefit of Lender, and pertaining to leases of space in the Project.

  • Special Conditions means Special Conditions of Contract, which override the General Conditions, also referred to as SCC.

  • Release Conditions mean the following conditions: (i) Company has received the Executive’s executed Release and (ii) any rescission period applicable to the Executive’s executed Release has expired.

  • Supplemental Conditions means those terms and conditions, if included in the Agreement by mutual written agreement of the Parties, which add to or modify the Agreement and are incorporated by reference as if fully set forth in the Agreement. In the case of a conflict between the Supplemental Conditions and the Agreement, the Supplemental Conditions shall prevail.

  • Assignment of Leases With respect to any Mortgaged Property, any assignment of leases, rents and profits or similar agreement executed by the Mortgagor, assigning to the mortgagee all of the income, rents and profits derived from the ownership, operation, leasing or disposition of all or a portion of such Mortgaged Property, in the form which was duly executed, acknowledged and delivered, as amended, modified, renewed or extended through the date hereof and from time to time hereafter.

  • Lien Waiver means an agreement, in form and substance reasonably satisfactory to the Administrative Agent, by which (a) for any Collateral located on leased premises, the lessor waives or subordinates any Lien it may have on the Collateral, and agrees to permit the Administrative Agent to enter upon the premises and remove the Collateral or to use the premises to store or dispose of the Collateral; (b) for any Collateral held by a warehouseman, processor, shipper or freight forwarder, such Person waives or subordinates any Lien it may have on the Collateral, agrees to hold any Documents in its possession relating to the Collateral as agent for the Administrative Agent, and agrees to deliver the Collateral to the Administrative Agent upon request; (c) for any Collateral held by a repairman, mechanic or bailee, such Person acknowledges the Administrative Agent’s Lien, waives or subordinates any Lien it may have on the Collateral, and agrees to deliver the Collateral to Agent upon request; and (d) for any Collateral subject to a Licensor’s Intellectual Property rights, the Licensor grants to Agent the right, vis-à-vis such Licensor, to enforce the Administrative Agent’s Liens with respect to the Collateral, including the right to dispose of it with the benefit of the Intellectual Property, whether or not a default exists under any applicable License or in the case of clauses (a) through (d) is otherwise satisfactory to the Administrative Agent.

  • Environmental Indemnity Agreement means the environmental indemnity agreement dated as of the date of this Agreement executed by Borrower for the benefit of the Indemnified Parties and such other parties as are identified in such agreement with respect to the Premises, as the same may be amended from time to time.

  • Current Release means that version of the Product installed on the Equipment at the Commencement Date and any modifications to it or if a new Release is available, that new Release installed on the Equipment and any modifications to it;

  • Environmental Agreement means the Environmental Indemnification and Release Agreement of even date herewith by and between Borrower and Lender pertaining to the Property, as the same may from time to time be extended, amended, restated or otherwise modified.

  • Special Conditions of Contract means the pages completed by the Procuring Entity entitled Special Conditions of Contract which constitute Part A of the Special Conditions.

  • Security and Pledge Agreement shall have the meaning set forth in Section 4.01(c).

  • Assignment of Rents and Leases means, with respect to the Mortgaged Property, an Assignment of Rents and Leases (and, if there are more than one, each and every one of them), dated as of the Closing Date, granted by the Borrower to Lender with respect to the Leases, as same may thereafter from time to time be supplemented, amended, modified or extended.