Seller Termination Notice definition

Seller Termination Notice has the meaning set forth in Section 10.1(e).
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Seller Termination Notice has the meaning set out in Section 4.1. "Termination Amount" has the meaning set out in Section 4.1.
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Seller Termination Notice shall have the meaning assigned thereto in Section 13.1.
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Examples of Seller Termination Notice in a sentence

  • The Seller Contingencies above shall be deemed to have been satisfied or waived, unless on or before the expiration of the Seller Contingency Period (including any extensions as mutually agreed upon by the parties), Seller delivers to Buyer notice of Buyer's failure to satisfy the Buyer Contingencies and, consequently, termination of this Agreement (the "Seller Termination Notice").

  • Evaluating these significant assumptions used by management in relation to revenue projections involved evaluating whether the assumptions were reasonable considering their consistency with external market and industry data and involved the use of professionals with specialized skill and knowledge to assist in evaluating the reasonableness of management’s estimate.

  • Effective immediately upon delivery of a Seller Termination Notice or a NWS Termination Notice, Airgas shall, without any further action required on the part of any party hereto, automatically be deemed to have assumed all of the obligations and liabilities of NWS under this Agreement and any other Transaction Document.

  • Seller may also terminate this Agreement by sending a Seller Termination Notice to Purchaser if Purchaser has suspended Product deliveries by sending a Suspension Notice to Seller pursuant to Section 3.3(a) if Seller believes, in its reasonable commercial judgment, that the actions required by Seller to correct the deficiencies described in the applicable Suspension Notice would cause Seller to suffer Adverse Consequences, including incurring additional costs.

  • In addition, following the Closing, Seller agrees to reasonably cooperate with Purchaser to minimize any disruption to the process of obtaining approval for an Operating License arising as a result of the delivery of a Seller Termination Notice.

  • The Termination Amount will be payable by the Seller to the Purchaser within three (3) Business Days following the Seller Termination Notice.

  • If Seller fails to timely deliver the Seller Termination Notice, this Agreement shall be deemed approved by Seller’s Investment Committee and Seller shall be deemed to have waived its termination rights under this Section11.16.

  • Any Termination Amount paid by the Seller to the Purchaser shall be comprised of a repayment of any portion of the Prepayment Amount which, as of the date of the applicable Seller Termination Notice, relates to undelivered Refined Gold, plus the amount required to achieve the 19.54% IRR on the Prepayment Amount for the Purchaser on the applicable termination date.

  • If the Seller Termination Notice is timely given, the Title Company shall immediately return the Deposit to Purchaser without the consent or joinder of Seller being required and notwithstanding any contrary instructions which might be provided by Seller and neither party shall have any further liability hereunder, except as provided in this Section 11.16.

  • If Buyer delivers the Termination Notice and Seller satisfies the condition to Closing set forth in Section 10.3 hereinabove prior to the expiration of the Seller Termination Notice Cure Period, then the Parties shall proceed to Closing as if Buyer had not delivered the Termination Notice (subject to all other conditions to Closing being satisfied or waived in accordance with this Agreement).


More Definitions of Seller Termination Notice

Seller Termination Notice has the meaning set forth in Section 10.1(c)(i).
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Seller Termination Notice shall have the meaning set forth in Section 11.1(d)(i). “Service Contractor” shall have the meaning set forth in the definition of “Business Employee”.
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Related to Seller Termination Notice

  • Servicer Termination Notice Defined in Section 6.15.

  • Special Termination Notice means the Notice of Special Termination substantially in the form of Annex VII to this Agreement.

  • Termination Notice means the communication issued in accordance with this Agreement by one Party to the other Party terminating this Agreement;

  • Backup Servicer Termination Notice has the meaning given to such term in Section 8.04.

  • Early Termination Notice is defined in Section 4.2 of this Agreement.

  • Early Termination Notice Date Any date as of which the aggregate Stated Principal Balance of the Mortgage Loans (including REO Mortgage Loans) is less than 1.0% of the sum of the aggregate Cut-Off Date Balance of the Mortgage Pool initially included in the Trust Fund.

  • Purchase Termination Date means the date upon which the Transferor shall cease, for any reason whatsoever, to make purchases of Receivables from the Seller under the Receivables Purchase Agreement or the Receivables Purchase Agreement shall terminate for any reason whatsoever.

  • Purchase and Sale Termination Event has the meaning set forth in Section 8.1 of the Sale Agreement.

  • Company Termination Event has the meaning set forth in Section 10 hereof.

  • Escrow Termination Date has the meaning ascribed to such term in Section 9.12.

  • Servicer Termination Event shall have the meaning assigned to such term in the Lead Securitization Servicing Agreement or at any time that the Mortgage Loan is no longer subject to the provisions of the Lead Securitization Servicing Agreement, any analogous concept under the servicing agreement pursuant to which the Mortgage Loan is being serviced in accordance with the terms of this Agreement.

  • Additional Termination Event has the meaning specified in Section 5(b).

  • Termination Warning Notice means a notice sent by the Secretary of State to the Academy Trust, stating his intention to terminate this Agreement.

  • Initial Termination Date has the meaning set forth in Section 9.1(b)(i).

  • Outside Termination Date shall have the meaning set forth in Section 8.01(f).

  • Purchase and Sale Termination Date has the meaning set forth in Section 1.4 of the Sale Agreement.

  • Servicer Termination Events (or any analogous term under the Lead Securitization Servicing Agreement) include customary market termination events with respect to failure to make advances, failure to timely remit payments to the Non-Lead Note Holders as required hereunder or under the Lead Securitization Servicing Agreement (subject to no more than one business day grace period), failure to timely deposit amounts into any REO Account or to remit to a Servicer for deposit into a related collection or custodial account, failure to deliver (or cause to be delivered) materials or information required in order for each Non-Lead Note Holder or each Non-Lead Depositor to timely comply with its obligations under the Exchange Act, the Securities Act and Form SF-3, and for rating agency downgrades or other triggers with respect to any certificates issued in connection with a Non-Lead Securitization, subject to customary grace periods (provided that, in the case of failures related to the securities laws, such grace periods will not cause a Non-Lead Depositor to fail to comply with the applicable provisions of such securities laws). Upon the occurrence of such a Servicer Termination Event with respect to the Master Servicer affecting a Non-Lead Securitization Note Holder and the Master Servicer is not otherwise terminated pursuant to the Lead Securitization Servicing Agreement, the Master Servicer shall be required, upon the direction of such Non-Lead Securitization Note Holder, to appoint a subservicer with respect to such Non-Lead Securitization Note. Upon the occurrence of a Servicer Termination Event with respect to the Special Servicer affecting a Non-Lead Securitization Note Holder and the Special Servicer is not otherwise terminated pursuant to the Lead Securitization Servicing Agreement, the Trustee shall, upon direction of such Non-Lead Securitization Note Holder, terminate the Special Servicer with respect to, but only with respect to, the Mortgage Loan;

  • Special Servicer Termination Event shall have the meaning given to such term in the Lead Securitization Servicing Agreement.

  • Potential Termination Event means an event which, with the passage of time or the giving of notice, or both, would constitute a Termination Event.

  • Termination Period means the period of time beginning with a Change in Control and ending on the earlier to occur of (1) two years following such Change in Control or (2) the Executive’s death.

  • Senior Termination Date For each Senior Certificate Group, the Distribution Date on which the aggregate Class Certificate Balance of the related Classes of Senior Certificates has been reduced to zero.

  • Addition Notice With respect to the transfer of Subsequent Mortgage Loans to the Trust Fund pursuant to Section 2.08, a notice of the Depositor's designation of the Subsequent Mortgage Loans to be sold to the Trust Fund and the aggregate principal balance of such Subsequent Mortgage Loans as of the Subsequent Cut-off Date. The Addition Notice shall be given not later than three Business Days prior to the related Subsequent Transfer Date and shall be substantially in the form attached hereto as Exhibit P.

  • Closing Notice Has the meaning specified in the NPA. Company: Has the meaning specified in the first paragraph of this Trust Supplement.

  • Agreement Termination Date is defined in Section 7.4.

  • Standstill Termination Date means the earlier of (i) the first anniversary of the Board Rights Termination Date and (ii) the later of (A) the third anniversary of this Agreement or (B) the first anniversary of the date on which both the Purchaser Designated Director has resigned from the Board and the Purchaser has permanently waived and renounced the Purchaser’s Board observation rights and Board designation rights in Section 1 and Section 2 of this Agreement.

  • Transaction Notice means a written request of Seller to enter into a Transaction in a form attached as Exhibit C hereto or such other form as shall be mutually agreed upon between Seller and Purchaser, which is delivered to the Purchaser in accordance with Section 3(c) herein.