R&W Insurance Policies definition

R&W Insurance Policies means the Representation and Warranty Insurance Policies conditionally bound on the date of this Agreement and to be purchased by and issued to the Purchaser in substantially the form attached as Exhibit C.
R&W Insurance Policies means the representation and warranty insurance policies issued by the R&W Insurers to the Buyer with respect to the representations and warranties in this Agreement, substantially in the form attached hereto as Exhibit I.
R&W Insurance Policies means, collectively, the representation and warranty insurance policies to be issued to Buyer pursuant to the binders entered into on or prior to the date hereof with (i) Liberty Surplus Insurance Corporation, as primary insurer (ii) National Fire & Marine Insurance Company, as first excess insurer, (iii) Liberty Surplus Insurance Corporation, as second excess insurer, and (iv) the insurers set forth in the related Aon transaction liability sidecar facility policies.

Examples of R&W Insurance Policies in a sentence

  • The Seller shall be given at least three (3) Business Days to review the terms of the R&W Insurance Policies and comment thereon (with such comments to be considered in good faith by the Buyer and the R&W Insurers) prior to binding any such R&W Insurance Policies.

  • The parties acknowledge and agree that the Buyer is obtaining the R&W Insurance Policies in connection with the Acquisition and the other transactions contemplated by this Agreement and the Ancillary Agreements.

  • The Buyer shall pay or cause to be paid to the R&W Insurers, all costs and expenses related to the R&W Insurance Policies, including the total premium, underwriting costs, brokerage commission, due diligence fees, Taxes related to such policy and other fees and expenses of such policy (“R&W Costs”); provided, that the Seller shall reimburse the Buyer for fifty percent (50%) of all R&W Costs as a Company Transaction Expense.

  • The parties acknowledge and agree that the R&W Insurance Policies shall contain a customary comprehensive waiver of any and all rights of subrogation and contribution the insurer might have against the Company Group, the Seller or any of their respective affiliates, other than in the case of Fraud.

  • The binders for the R&W Insurance Policies shall be in full force and effect, and there shall be no conditions to the issuance of the R&W Insurance Policies remaining unsatisfied other than payment of the premium by Buyer, such other administrative matters set forth in such binder and conditions which by their nature cannot be satisfied prior to Closing.

  • Notwithstanding anything to the contrary in this Agreement, the survival periods set forth in this Section 9.1 shall not affect or otherwise limit any claim made or available under the R&W Insurance Policies, or any claim relating to Fraud.

  • The Buyer shall make a true and complete copy of the R&W Insurance Policies, if any, available to the Seller promptly following its effectiveness.

  • Buyer has entered into binder agreements with respect to the R&W Insurance Policies, the primary binder of which (with the accompanying form of policy) is attached hereto as Exhibit D.

  • The R&W Insurance Policies are in full force and effect, subject only to the completion of the Transaction and the delivery of the certificates and other deliverables contemplated thereby in connection therewith, and, to the Knowledge of Purchaser, are valid, binding and enforceable against the parties thereto, in accordance with their terms, subject to the Enforceability Exceptions.

  • Notwithstanding anything to the contrary in this Agreement, nothing in this Agreement shall affect the ability of the Buyer Indemnified Parties to make any claim under the R&W Insurance Policies.


More Definitions of R&W Insurance Policies

R&W Insurance Policies means the ILG R&W Insurance Policy and the ISI R&W Insurance Policy.
R&W Insurance Policies means the R&W Insurance Policy and the Excess Insurance Policy, if any, collectively.
R&W Insurance Policies mean the buyer-side representation and warranty insurance policies to be obtained by Acquiror in connection with the transactions contemplated by this Agreement.
R&W Insurance Policies means, collectively, the R&W Insurance Policy of Buyer and the R&W Insurance Policy of Trican Parent.

Related to R&W Insurance Policies

  • R&W Insurance Policy has the meaning set forth in Section 6.15.

  • Insurance Policies has the meaning set forth in Section 3.16.

  • Company Insurance Policies has the meaning set forth in Section 4.15.

  • Blanket insurance policy means a group policy covering a defined class of

  • Insurance Policy With respect to any Mortgage Loan included in the Trust Fund, any insurance policy, including all riders and endorsements thereto in effect, including any replacement policy or policies for any Insurance Policies.

  • Title Insurance Policies means, with respect to each Individual Property, an ALTA mortgagee title insurance policy in a form acceptable to Lender (or, if an Individual Property is in a State which does not permit the issuance of such ALTA policy, such form as shall be permitted in such State and acceptable to Lender) issued with respect to such Individual Property and insuring the lien of the Mortgage encumbering such Individual Property.

  • D&O Liability Insurance Policies means all insurance policies (including any “tail policy”) of any of the Debtors for liability of any current or former directors, managers, officers, and members.

  • Crew Insurances means insurances against crew risks which shall include but not be limited to death, sickness, repatriation, injury, shipwreck unemployment indemnity and loss of personal effects.

  • Environmental Insurance Policy means, with respect to any Mortgage Loan or the related Mortgaged Property or REO Property, any insurance policy covering pollution conditions and/or other environmental conditions that is maintained from time to time in respect of such Mortgage Loan, Mortgaged Property or REO Property, as the case may be, for the benefit of, among others, the Trustee on behalf of the Certificateholders.

  • Life Insurance Policy has the meaning given in Section 6.11.

  • Hazard Insurance Policy means, with respect to each Contract, the policy of fire and extended coverage insurance (and federal flood insurance, if the Manufactured Home is secured by an FHA/VA Contract and such Manufactured Home is located in a federally designated special flood area) required to be maintained for the related Manufactured Home, as provided in Section 5.09, and which, as provided in said Section 5.09, may be a blanket mortgage impairment policy maintained by the Servicer in accordance with the terms and conditions of said Section 5.09.

  • Primary Insurance Policy Each policy of primary mortgage guaranty insurance or any replacement policy therefor with respect to any Mortgage Loan.

  • Bond Insurance Policy means the municipal bond insurance policy, if any, issued by the Bond Insurer that guarantees payment of principal of and interest on the Bonds and constitutes a Bond Facility under the Indenture.

  • Primary Mortgage Insurance Policy Any primary mortgage guaranty insurance policy issued in connection with a Mortgage Loan which provides compensation to a Mortgage Note holder in the event of default by the obligor under such Mortgage Note or the related Security Instrument, if any or any replacement policy therefor through the related Interest Accrual Period for such Class relating to a Distribution Date.

  • Special Primary Insurance Policy Any Primary Insurance Policy covering a Mortgage Loan the premium of which is payable by the Trustee pursuant to Section 4.04(a), if so identified in the Mortgage Loan Schedule. There are no Special Primary Insurance Policies with respect to any of the Mortgage Loans.

  • Reimbursement insurance policy means a policy of insurance

  • Title Insurance Policy A title insurance policy maintained with respect to a Mortgage Loan.

  • D&O Policies has the meaning set forth in Section 8.06.

  • Certificate Insurance Policy The Financial Guaranty Insurance Policy No. CA01172A, and all endorsements thereto dated the Closing Date, issued by the Certificate Insurer for the benefit of the Class AF-3 Certificateholders.

  • group insurance means blanket insurance and franchise insurance and any other forms of group insurance.

  • Required Insurance Policy With respect to any Mortgage Loan, any insurance policy that is required to be maintained from time to time under this Agreement.

  • FHA Insurance means the Federal mortgage insurance authorized pursuant to Section 220, 221(d)(3), 221 (d)(4) or 223(f) of Title II of the National Housing Act of 1934, as amended.

  • Co-insurance means the percentage of the usual, reasonable, customary, and fair market value expense that a covered person must pay.

  • R&W Insurer means AIG Specialty Insurance Company.

  • Errors and Omissions Insurance Policy means an errors and omissions insurance policy maintained by the Master Servicer, the Special Servicer, the Trustee, the Custodian or the Certificate Administrator, as the case may be, in accordance with Section 8.2, Section 9.2 and Section 7.17, respectively.

  • Blanket travel insurance means a policy of travel insurance issued to any eligible group providing coverage for specific classes of persons defined in the policy with coverage provided to all members of the eligible group without a separate charge to individual members of the eligible group.