Transaction Conditions Precedent definition

Transaction Conditions Precedent shall have the meaning specified in Section 3(b) of this Agreement.

Transaction Conditions Precedent means, with respect to each proposed Transaction,

Transaction Conditions Precedent shall have the meaning specified in Section 3(e) of this Annex I.

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.

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

Transaction Conditions Precedent shall have the meaning specified in Section 3(e). “Transaction Costs” shall have the meaning specified in Section 19(b).

Transaction Conditions Precedent shall have the meaning assigned to such term in the Fee Letter.