UK Asset Purchase Agreement definition

UK Asset Purchase Agreement means the agreement to be entered into --------------------------- between the UK Vendor and the UK Purchaser;
Sample 1
UK Asset Purchase Agreement that certain purchase agreement, to be dated on or about March 31, 2005, among the UK Seller and the Borrower or any Subsidiary of the Borrower.
Sample 1
UK Asset Purchase Agreement has the meaning given in the recitals.
Sample 1

Examples of UK Asset Purchase Agreement in a sentence

  • The guarantee is to be a continuing security to the Seller for all obligations, commitments, warranties, undertakings, indemnities and covenants on the part of the U.K. Buyer under or pursuant to the U.K. Asset Purchase Agreement notwithstanding any settlement of account or other matter or thing whatsoever.

  • The parties hereby acknowledge that the Seller makes no representations and gives no warranties as to the Transferred Assets, Transferred Liabilities and operations of the U.K. Plant (the "U.K. Representations and Warranties") provided that the Seller will procure that CMB U.K. will make such U.K. Representations and give such U.K. Warranties to the affiliate of Buyer party to the U.K. Asset Purchase Agreement in accordance with the terms of the U.K. Asset Purchase Agreement.

  • If and whenever the U.K. Buyer defaults for any reason whatsoever in the performance of any obligation or liability undertaken by it in accordance with the U.K. Asset Purchase Agreement, the Buyer shall perform (or procure performance of) and satisfy (or procure the satisfaction of) the obligation or liability in regard to which such default has been made in the manner prescribed by this Agreement.

  • Any representations, warranties and indemnities contained in the U.K. Asset Purchase Agreement and the German Asset Purchase Agreement shall be deemed comprised within and subject to this Article 7 and Article 8 hereunder, shall not modify or increase the Buyer Group's or the Seller Group's aggregate obligations hereunder for breach of representation or warranty and shall in no event give rise to a double- recovery.

  • Except as otherwise expressly provided in Sections 5(a), 8(f)(iii), 8(f)(vii), 10 and 23, Buyer and Sellers acknowledge and agree that, from and after the Closing, their sole and exclusive remedy with respect to any and all claims relating to the subject matter of this Agreement, the Stock Purchase and the UK Asset Purchase Agreement shall be pursuant to the indemnification provisions set forth in this Section 11.

  • Prior to the Closing, Sellers shall have the right to supplement, modify or update the Schedules hereto and to the UK Asset Purchase Agreement to reflect changes in the ordinary course of business consistent with past practice and subject to Section 5(b) prior to the Closing; provided, however, that any such supplements, modifications or updates shall be subject to Buyer's rights under Section 3(a)(i).

  • Pursuant to the UK Asset Purchase Agreement and on the terms and subject to the conditions contained therein, Kraft Jacoxx xxxll sell, and Buyer or an Affiliate of Buyer shall buy, the UK Assets, and Buyer or an Affiliate of Buyer shall assume the UK Assumed Liabilities.

  • At the Closing, Buyer shall, and Kraft shall cause Kraft Jacoxx xx, execute and deliver a form of Asset Purchase Agreement substantially in the form attached hereto as Exhibit G (the "UK Asset Purchase Agreement").

  • The disclosures in the Schedules hereto and to the UK Asset Purchase Agreement are to be taken as relating to the representations and warranties of Sellers as a whole.

  • The Purchaser and the UK Purchaser may assign and transfer any of its rights under the Agreement, the UK Asset Purchase Agreement or Tax Deed in whole or in part and without restriction.


More Definitions of UK Asset Purchase Agreement

UK Asset Purchase Agreement shall have the meaning specified in Section 7.5 of the Agreement.
Sample 1
UK Asset Purchase Agreement means that certain purchase agreement, to be dated on or about March 31, 2005, among VFG Hire Limited and the Borrower or any Subsidiary of the Borrower.
Sample 1

Related to UK Asset Purchase Agreement

  • Asset Purchase Agreement has the meaning set forth in the Recitals.

  • Loan Purchase Agreement The Loan Purchase Agreement described in the Recitals to this Agreement, which Loan Purchase Agreement incorporates the terms of the Aurora Loan Services Seller Guide, as the same may be amended from time to time.

  • Unit Purchase Agreement means the Common Unit and Class B Unit Purchase Agreement, dated as of December 1, 2006, among the Partnership and the purchasers named therein.

  • hire-purchase agreement means an agreement, other than a conditional sale agreement, under which—

  • Receivables Purchase Agreement means the Receivables Purchase Agreement dated as of October 1, 2007, between the Issuer, the Depositor and the Receivables Seller, as the same may be amended, modified or supplemented from time to time.

  • Aircraft Purchase Agreement Has the meaning specified in the NPA.

  • Sale and Purchase Agreement means all the agreements entered into from time to time (whether before, on or after the date of this Agreement) by the Borrower for the sale of the Units and shall include any one or more or all of the Sale and Purchase Agreements.

  • Mortgage Loan Purchase Agreement The agreement between the Seller and the Depositor, regarding the transfer of the Mortgage Loans by the Seller to or at the direction of the Depositor, substantially in the form of Exhibit D annexed hereto.

  • Stock Purchase Agreement means the agreement between the Company and a Purchaser who acquires Shares under the Plan that contains the terms, conditions and restrictions pertaining to the acquisition of such Shares.

  • Purchase Agreement Assignment means that certain Purchase Agreement Assignment [NW 1997 I], dated as of February 3, 1998, between Lessee and Lessor, as the same may be amended, supplemented or modified from time to time, with a form of Consent and Agreement to be executed by the Manufacturer attached thereto.

  • Note Purchase Agreement means the Note Purchase Agreement, dated as of the Issuance Date, among the Company, the Subordination Agent, the Escrow Agent, the Paying Agent, and the Pass Through Trustee under each Pass Through Trust Agreement providing for, among other things, the issuance and sale of certain equipment notes, as the same may be amended, supplemented or otherwise modified from time to time in accordance with its terms.

  • Securities Purchase Agreement shall have the meaning set forth in the recitals hereto.

  • Subsequent Mortgage Loan Purchase Agreement The agreement between the Depositor and the Seller regarding the transfer of the Subsequent Mortgage Loans by the Seller to the Depositor.

  • Share Purchase Agreement has the meaning set forth in the Recitals.

  • Master Repurchase Agreement means the Master Repurchase Agreement of even date herewith between the Trust and Bear, Xxxxxxx & Co. Inc. as it may from time to time be amended.

  • Lease-purchase agreement means an agreement for the use of personal property by an individual for personal, family or household purposes, for an initial period of four months or less, that is automatically renewable with each payment after the ini- tial period, but does not obligate or require the consumer to continue leasing or using the property beyond the initial period, and that permits the consumer to become the owner of the property.

  • Bond Purchase Agreement means a Bond Purchase Agreement, dated as of the sale of the Series CC-2015 Bonds, entered into by and between KUB and the Underwriter, in substantially the form of the document attached hereto as Exhibit A, subject to such changes as permitted by Section 9 hereof, as approved by the President and Chief Executive Officer of KUB, consistent with the terms of this resolution;

  • Original Purchase Agreement has the meaning set forth in the recitals to this Agreement.

  • Additional Purchase Agreement means each Additional Purchase Agreement (including the related Additional Xxxx of Sale, the related Blanket Endorsement and any attachments thereto), substantially in the form of Attachment C hereto (of which these Master Terms form a part by reference, provided that in the event of a substitution, the form will be modified accordingly), to be executed by SLM ECFC, Funding and the Interim Eligible Lender Trustee for the benefit of Funding, which certifies that the representations and warranties made by SLM ECFC as set forth in Sections 5(A) and (B) of these Master Terms are true and correct as of the related Purchase Date.

  • Purchase Agreement shall have the meaning set forth in the preamble.

  • Advance Purchase Agreements means (a) an advance or deferred purchase agreement if the agreement is in respect of the supply of assets or services and payment in the normal course of business with credit periods which are normal for the relevant type of project contracts, or (b) any other trade credit incurred in the ordinary course of business.

  • Asset Transfer Agreement means the asset transfer agreement dated September 12, 2014 between Centurion Real Estate Opportunities Trust and Centurion Apartment REIT pursuant to which Centurion Apartment REIT seeded the initial portfolio of Centurion Real Estate Opportunities Trust.

  • Series B Purchase Agreement means the Series B Preferred Stock Purchase Agreement with respect to the purchase and sale of shares of the Company’s Series B Preferred Stock, dated as of the date hereof, by and among the Company and the Series B Investors, as it may be amended from time to time.

  • Note Purchase Agreements means (i) that certain Note Purchase Agreement, dated as of April 16, 2014 among the Parent, the Borrower, and the purchasers party thereto, (ii) that certain Note Purchase Agreement, dated as of December 18, 2014 among the Parent, the Borrower, and the purchasers party thereto, and (iii) that certain Note Purchase Agreement, dated as of June 13, 2018, among the Parent, the Borrower, and the purchasers party thereto, in each case as amended from time to time.

  • Stock Purchase Agreements the meaning set forth in the recitals to this Agreement.

  • Equity Purchase Agreement is defined in the recitals.