Seller Ancillary Document definition

Seller Ancillary Document means any certificate, agreement, document or other instrument, other than this Agreement, to be executed and delivered by Seller, the Company or any Shareholder or any Affiliate of Seller, the Company or any Shareholder in connection with the transactions contemplated hereby.
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Seller Ancillary Document means each agreement, document or certificate to be delivered by Seller at Closing pursuant to Section 2.4(b).
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Seller Ancillary Document means the certificate delivered pursuant to Section 8.1(f) and the certificate delivered pursuant to Section 8.1(j).
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Examples of Seller Ancillary Document in a sentence

  • No consent of or with any governmental or regulatory authority on the part of Seller is required to be obtained or made in connection with the execution, delivery or performance by Seller of this Exchange Agreement or any Seller Ancillary Document or the consummation by Seller of the transactions contemplated hereby or thereby.

  • Seller has all requisite power, authority and legal right and capacity to execute and deliver this Exchange Agreement and each Seller Ancillary Document, to perform Seller’s obligations hereunder and thereunder and to consummate the transactions contemplated hereby and thereby.

  • This Agreement constitutes, and at the Closing, each Seller Ancillary Document will constitute, the legal, valid and binding obligation of Seller, enforceable against Seller in accordance with its terms.

  • The Seller has all requisite power and authority to execute and deliver this Agreement and any Seller Ancillary Document, and to perform the transactions contemplated hereby and thereby.

  • This Agreement has been, and at the Closing, each Seller Ancillary Document will be, duly executed and delivered by Seller.

  • This Agreement has been duly executed and delivered by CBS and constitutes, and each Seller Ancillary Document to be entered into by any of Sellers will be duly executed and delivered at the Closing and when so executed and delivered will constitute, a legal, valid and binding obligation of each of the Sellers party thereto enforceable against it in accordance with its terms, subject to the Bankruptcy Exception (as defined below).

  • The execution, delivery and performance of this Agreement and any Seller Ancillary Document have been duly and validly authorized by all necessary corporate and shareholder action on the part of the Seller and no further such action is required on the part of the Seller or its shareholders.

  • The representations and warranties of Seller set forth in this Article 3, the certificate to be delivered pursuant to Section 8.1(c) or in the Seller Ancillary Documents are the only representations and warranties of or on behalf of Seller with respect to the subject matter of this Agreement or any Seller Ancillary Document or the transactions contemplated hereby or thereby.

  • There are no suits, actions, claims, proceedings or investigations pending or, to the Knowledge of the Seller, threatened against, relating to or involving the Seller which would reasonably be expected to adversely affect the Seller's ability to consummate the transactions contemplated by this Agreement or any Seller Ancillary Document.

  • No further company or member action on the part of Hanover Sellers is necessary to authorize the execution, delivery and performance of this Agreement and each Hanover Seller Ancillary Document by Hanover Sellers and the consummation by Hanover Sellers of the transactions contemplated hereby and thereby.


More Definitions of Seller Ancillary Document

Seller Ancillary Document. Each other document or agreement executed or to be executed by the Seller, the Company or the Subsidiaries, as the case may be, in connection with or relating to this Agreement. "SELLER'S COUNSEL" - Cadwalader, Wickxxxxxx & Xaft, xx such other counsel as is designated by Seller.
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Seller Ancillary Document means: (a) a Letter of Transmittal executed and delivered by any Shareholder, (b) the Stock Option Cancellation Agreement executed and delivered by the Optionee, (c) each PSR Cancellation Agreement executed and delivered by any PSR Holder, (d) the Investor Agreements, (e) the Shareholders’ Unanimous Written Consent, and (f) the 338(h)(10) Election Forms.
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Related to Seller Ancillary Document

  • Seller Ancillary Documents means any agreement or other instrument, other than this Agreement, but including the Commercial Agreements, to be executed and delivered by a Seller or an Affiliate thereof in connection with the transactions contemplated hereby.

  • Ancillary Document has the meaning assigned to it in Section 9.06(b).

  • Seller Ancillary Agreements means all agreements, instruments and documents being or to be executed and delivered by Seller under this Agreement or in connection herewith.

  • Buyer Ancillary Agreements means all agreements, instruments and documents being or to be executed and delivered by Buyer or an Affiliate of Buyer under this Agreement or in connection herewith, including the Escrow Agreement.

  • Ancillary Documents means each agreement, instrument or document attached hereto as an Exhibit, and the other agreements, certificates and instruments to be executed or delivered by any of the Parties hereto in connection with or pursuant to this Agreement.

  • Ancillary Agreements means the Xxxx of Sale and Assignment and Assumption Agreement, the Deeds, the Assignments of Leased Properties, the Assignments of Intellectual Property and any other instrument or agreement contemplated by this Agreement or the foregoing.

  • Ancillary Agreement has the meaning set forth in the Separation Agreement.

  • Company Ancillary Agreements means, collectively, each certificate to be delivered on behalf of the Company by an officer or officers of the Company at the Closing pursuant to Article VII and each agreement or document (other than this Agreement) that the Company is to enter into as a party thereto pursuant to this Agreement.

  • Seller Documents has the meaning set forth in Section 3.2.

  • Seller Agreements means those agreements between Seller and third parties, including Artists and/or PRO, wherein Seller is entitled to receive the Percentage Interest of all Assets.

  • Buyer Documents has the meaning set forth in Section 5.2.

  • Transaction Agreements means the Securities Purchase Agreement, the Debentures, the Joint Escrow Instructions, the Security Agreement, the Registration Rights Agreement, and the Warrants and includes all ancillary documents referred to in those agreements.

  • Transaction Agreement has the meaning set forth in the recitals.

  • Purchaser Documents has the meaning set forth in Section 6.2.

  • Closing Documents means the papers, instruments and documents required to be executed and delivered at the Closing pursuant to this Agreement;

  • Seller’s Closing Documents as defined in Section 3.2(a).

  • Transfer Document means a document substantially in the form of Exhibit E to the Sale and Servicing Agreement.

  • Bidding Document means set of documents prepared by PSDF which consists of “Instructions to Training Providers”, TORs and forms for providing information about profile of the organization and Technical & Financial Proposals.

  • Related Agreements shall have the meaning specified in the recitals to the Administration Agreement.

  • T E Document means Tender Enquiry Document

  • Operative Document means a bond declaration, trust agreement, indenture, security

  • Buyer Party means each Affiliate of Buyer that is, or is contemplated by this Agreement to become at the Closing, a party to one or more Transaction Agreements. For clarity, none of the Acquired Companies shall be deemed to be a “Buyer Party” hereunder.

  • Buyer Parties means Buyer, its Affiliates, their members, officers, directors, employees, agents, representatives, successors, and assigns.

  • Seller Parties has the meaning set forth in the preamble to this Agreement.

  • Master Transaction Agreement has the meaning set forth in the recitals.

  • Reseller Agreement means the separate agreement between Customer and Reseller regarding the Services. The Reseller Agreement is independent of and outside the scope of This Agreement.