Relevant Transactions definition
Examples of Relevant Transactions in a sentence
Any review by the Dealer and/or its affiliates of Counterparty, the Relevant Transactions or other matters relating to the Relevant Transactions will be performed solely for the benefit of Dealer and/or its affiliates, as the case may be, and shall not be on behalf of Counterparty.
Counterparty shall consult with its own advisors concerning such matters and shall be responsible for making its own independent investigation and appraisal of the Relevant Transactions, and none of Dealer and/or its affiliates shall have any responsibility or liability to Counterparty with respect thereto.
In addition, as client you agree to waive the protections afforded by any applicable client secrecy laws, or as a counterparty or intermediary, you agree to procure the written waiver of the beneficiary to such protections in relation to Relevant Transactions.
Counterparty waives to the full extent permitted by applicable law any claims it may have against Dealer and/or its affiliates arising from an alleged breach of fiduciary duty in connection with the Relevant Transactions.
Unless otherwise agreed between the parties, with effect from such date, any Relevant Transactions in respect of which ‘Delegated Reporting’ is specified to apply in an applicable Annex shall cease to constitute Relevant Transactions for the purposes of this Agreement and the Reporting Party’s obligation(s) under this Agreement in respect of such Relevant Transactions shall cease.
For the avoidance of doubt, the Parties shall cooperate in taking any actions and providing any information that Purchaser determines is necessary or appropriate in furtherance of the intended U.S. federal income Tax treatment of the Relevant Transactions and the other transactions contemplated by this Agreement.
Each party hereby agrees and acknowledges that it is entering into this Agreement in consideration of (i) the mutual representations, warranties and covenants contained in this Agreement, (ii) maintaining a trading relationship with a counterparty with which it can enter into further Relevant Transactions and (iii) other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged by each of the parties).
In connection with the foregoing, Sellers shall use their reasonable best efforts to obtain a PLR or execute a CA with respect to the Relevant Transactions at least seven (7) days prior to the Closing Date.
The terms of the main body and schedules to this Agreement shall apply separately, and as amended and supplemented by each applicable Annex, to the Relevant Transactions identified in each applicable Annex.
At least three (3) days prior to the Closing Date, Purchaser shall advise Parent in writing as to whether Purchaser has made a determination regarding the treatment of the Relevant Transactions for U.S. federal income Tax purposes and, if applicable, the outcome of any such determination.