Transaction Conditions Precedent definition

Transaction Conditions Precedent shall have the meaning specified in Section 3(b) of this Agreement.
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Transaction Conditions Precedent means, with respect to each proposed Transaction,
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Transaction Conditions Precedent shall have the meaning specified in Section 3(e) of this Annex I.
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Examples of Transaction Conditions Precedent in a sentence

  • Within five (5) Business Days of Seller’s delivery of the documents and materials contemplated in this Section 3(c), Buyer shall, in its sole good faith discretion, either: (A) notify Seller that Buyer has not approved the New Asset or (B) notify Seller that Buyer agrees to purchase the New Asset, subject to satisfaction (or waiver by Buyer) of the Transaction Conditions Precedent (a “Final Approval”) set forth in Section 3(e) below.

  • Risk Factors Related to the Proposed Transaction: Conditions Precedent to Proposed Transaction The completion of the Proposed Transaction is subject to a number of conditions precedent, some of which are outside of the control of Yamana.

  • On each Subsequent Purchase Date, which shall be no less man two (2) Business Days following the date upon which the Confirmation is fully executed by the Buyer and Seller in accordance with Exhibit VII attached hereto, provided each of the Transaction Conditions Precedent shall have been satisfied (or waived by the Buyer), the Buyer shall transfer to the account of Seller all or the portion of the Contingent Purchase Price requested in such Confirmation.

  • Within five (5) Business Days of Seller’s delivery of the documents and materials contemplated in this Section 3(c), Buyer shall, in its sole good faith discretion, either: (A) notify Seller that Buyer has not approved [NEWYORK 3032673_23] the New Asset or (B) notify Seller that Buyer agrees to purchase the New Asset, subject to satisfaction (or waiver by Buyer) of the Transaction Conditions Precedent (a “Final Approval”) set forth in Section 3(e) below.

  • Notwithstanding the aforegoing, Vendor shall be entitled in its discretion to extend the Short-Stop Date, and shall not unreasonably refuse a request by Purchaser to do so if there are clear indications that the Transaction Conditions Precedent will be fulfilled within such extended period.

  • On each Subsequent Purchase Date, which shall be no less than two (2) Business Days following the date upon which the Confirmation is fully executed by the Buyer and Seller in accordance with Exhibit VII attached hereto, provided each of the Transaction Conditions Precedent shall have been satisfied (or waived by the Buyer), the Buyer shall transfer to the account of Seller all or the portion of the Contingent Purchase Price requested in such Confirmation.

  • In the event that the Transaction Conditions Precedent shall not have been fulfilled by the Short-Stop Date, then and in such event and in the absence of an agreed extension in terms of § 2.1(c) below, either Purchaser or Vendor shall be entitled to terminate this Agreement with immediate effect by written notice to the other Party.


More Definitions of Transaction Conditions Precedent

Transaction Conditions Precedent shall have the meaning specified in Section 2.2 of this Agreement.
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Transaction Conditions Precedent shall have the meaning assigned to such term in the Fee Letter.
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Transaction Conditions Precedent shall have the meaning specified in Section 3(e). “Transaction Costs” shall have the meaning specified in Section 19(b).
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Transaction Conditions Precedent shall have the meaning specified in Section 3(f) of this Agreement. “Transaction Costs” shall have the meaning specified in Section 20(b) of this Agreement. “Transaction Documents” shall mean, collectively, this Agreement, the Blocked Account Agreement, the Custodial Agreement, the Fee Letter, the Guaranty, the Pledge and Security Agreement, the Servicing Agreement and Servicer Acknowledgment, the Power of Attorney to Buyer, the Power of Attorney to Seller, all Confirmations executed pursuant to this Agreement in connection with specific Transactions and all other documents executed in connection herewith and therewith. “Transfer” shall mean, with respect to any Person, any sale or other whole or partial conveyance of all or any portion of such Person’s assets, or any direct or indirect interest therein to a third party (other than in connection with the transfer of a Purchased Asset to Buyer in accordance herewith), including the granting of any purchase options, rights of first refusal, rights of first offer or similar rights in respect of any portion of such assets or the subjecting of any portion of such assets to restrictions on transfer. “Transfer Documents” shall mean, with respect to any Purchased Asset, all applicable Purchased Asset Documents necessary to transfer all of Seller’s right, title and interest in such Purchased Asset to Buyer in accordance with the terms of this Agreement. “Trust Receipt” shall mean a trust receipt issued by Custodian, or, in the case of a Table Funded Purchased Asset, Bailee, to Buyer substantially in the form required under the Custodial Agreement or the Bailee Agreement. “UCC” shall mean the Uniform Commercial Code as in effect from time to time in the State of New York; provided that if, by reason of mandatory provisions of law, the perfection or the effect of perfection or non-perfection of any security interest is governed by the Uniform Commercial Code as in effect in a jurisdiction other than New York, with respect to perfection or the effect of perfection or non-perfection, “UCC” shall mean the Uniform Commercial Code as in effect in such other jurisdiction
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Related to Transaction Conditions Precedent

  • Conditions Precedent shall have the meaning set forth in Clause 4.2.

  • Termination Conditions means, collectively, (a) the payment in full in cash of the Obligations (other than (i) contingent indemnification obligations not then due and (ii) Obligations under Secured Hedge Agreements and Secured Cash Management Agreements) and (b) the termination of the Commitments and the termination or expiration of all Letters of Credit under this Agreement (unless the Outstanding Amount of the L/C Obligations related thereto has been Cash Collateralized on terms reasonably acceptable to the applicable Issuing Bank, backstopped by a letter of credit reasonably satisfactory to the applicable Issuing Bank or deemed reissued under another agreement reasonably acceptable to the applicable Issuing Bank).

  • Closing Conditions shall include, but are not limited to, SI Securities determining in its sole discretion that at the time of a closing, the Minimum Offering has been met, the investment remains suitable for investors, investors have successfully passed ID, KYC, AML, OFAC, and suitability screening, and that Issuer has completed all actions required by it as communicated by SI Securities at the time of a closing.

  • Funding Conditions With respect to any proposed Funding Date, the following conditions:

  • 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.

  • Condition Satisfaction Date shall have the meaning set forth in Section 7.2.

  • Limited Condition Transaction means any Acquisition Transaction or any other acquisition or Investment permitted by this Agreement, in each case whose consummation is not conditioned on the availability of, or on obtaining, third party financing.

  • Escrow Release Conditions has the meaning set forth in the Escrow Agreement.

  • Mortgage Conditions means the mortgage conditions booklet reference MORT 0154 MAY 13 HF;

  • Transaction Confirmation means a document, similar to the form of Exhibit A, setting forth the terms of a transaction formed pursuant to Section 1 for a particular Delivery Period.

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

  • 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.

  • Satisfied means paid-in-full.

  • Limited Condition Acquisition means any acquisition, including by way of merger, by the Borrower or one or more of its Restricted Subsidiaries permitted pursuant to this Agreement whose consummation is not conditioned upon the availability of, or on obtaining, third party financing.

  • Amendment Closing Date means the first date that all the conditions precedent set forth in this Amendment are satisfied or waived in accordance herewith.

  • Early Termination Conditions means the types of conditions listed in Schedule A.

  • First Amendment Closing Date has the meaning assigned to such term in the First Amendment.