Underwriting Fee has the meaning given to it in the eighth paragraph of this Agreement;
Public Certificates The Class X-0, Xxxxx X-0, Class A-3, Class A-4, Class A-5, Class A-AB, Class X-A, Class A-S, Class B and Class C Certificates.
Underwriting (the "Directed Share Program"). The Shares to be sold by Xxxxxx Xxxxxxx pursuant to the Directed Share Program (the "Directed Shares") will be sold by Xxxxxx Xxxxxxx pursuant to this Agreement at the public offering price. Any Directed Shares not orally confirmed for purchase by any Participants by the end of the first business day after the date on which this Agreement is executed will be offered to the public by Xxxxxx Xxxxxxx as set forth in the Prospectus.
Privately Offered Certificates [______________], Mortgage Pass-Through Certificates, Series [_______], Class [__] issued pursuant to the Pooling and Servicing Agreement.
Publicly Offered Certificates [______________], Mortgage Pass-Through Certificates, Series [_______], Class [__], Class [__], Class [__], Class [__], Class [__], Class [__] and Class [__] issued pursuant to the Pooling and Servicing Agreement.
Offered Certificates As specified in the Preliminary Statement.
Underwriters means the underwriters named in Schedule A to the Underwriting Agreement.
Initial Class Principal Balance As set forth in the Preliminary Statement.
Underwriters' Securities means the Offered Securities other than Contract Securities.
Private Certificates As specified in the Preliminary Statement.
Principal Balance Certificates Each of the Class A-1, Class A-2, Class A-3, Class X-0, Xxxxx X-0, Class A-SB, Class A-S, Class B, Class C, Class D, Class E, Class F and Class NR Certificates.
Single Certificate With respect to any Class of Certificates (other than the Class P Certificates and the Residual Certificates), a hypothetical Certificate of such Class evidencing a Percentage Interest for such Class corresponding to an initial Certificate Principal Balance or Notional Amount of $1,000. With respect to the Class P Certificates and the Residual Certificates, a hypothetical Certificate of such Class evidencing a 20% Percentage Interest in such Class.
Managing Underwriters means the investment banker or investment bankers and manager or managers that administer an underwritten offering, if any, under a Registration Statement.
Underwritten Takedown means an underwritten public offering of Registrable Securities pursuant to the Resale Shelf Registration Statement, as amended or supplemented.
Underwritten Demand shall have the meaning given in subsection 2.1.3 of this Agreement.
Underwritten Shelf Takedown shall have the meaning given in subsection 2.3.3.
Underwriting Agreement means the underwriting agreement, dated as of _________, 2024, among the Company and Xxxxx-Xxxxxx Capital Group LLC as representative of the underwriters named therein, as amended, modified or supplemented from time to time in accordance with its terms.
Offered Certificate Any one of the Class A Certificates and the Mezzanine Certificates, issued under this Agreement.
Initial Class Certificate Balance As to each Class of Certificates, the Class Certificate Balance set forth in the Preliminary Statement.
Underwritten Securities shall include the Initial Underwritten Securities and all or any portion of the Option Securities agreed to be purchased by the Underwriters as provided herein, if any. The Terms Agreement, which shall be substantially in the form of Exhibit A hereto, may take the form of an exchange of any standard form of written telecommunication between you and the Company. Each offering of Underwritten Securities through you or through an underwriting syndicate managed by you will be governed by this Agreement, as supplemented by the applicable Terms Agreement.
Marketed Underwritten Shelf Take-Down has the meaning set forth in Section 2.02(e)(iii).
ERISA-Qualifying Underwriting A best efforts or firm commitment underwriting or private placement that meets the requirements of an Underwriter’s Exemption.
Group II Class A Certificates The Class A-2a Certificates, the Class A-2b Certificates, the Class A-2c Certificates and the Class A-2d Certificates, collectively.
Underwritten Shelf Take-Down has the meaning set forth in Section 2.4(b).
Underwriting Standards As to each Mortgage Loan, the Seller's underwriting guidelines in effect as of the date of origination of such Mortgage Loan.
Original Class Certificate Principal Balance With respect to the Class A Certificates, the Mezzanine Certificates, the Class C Certificates and the Class P Certificates, the corresponding amounts set forth opposite such Class above in the Preliminary Statement.