Xxxxx Assumption definition

Xxxxx Assumption means the consummation of the transactions whereby (a) the Company will assume all of the obligations of the Escrow Issuers under the Securities and this Indenture, (b) each of the Company’s direct and indirect Restricted Subsidiaries that are Domestic Subsidiaries on such date that guarantees Indebtedness under the Credit Agreements guarantee such obligations pursuant to a supplemental indenture and other agreements and (c) the Escrow Issuers are released from the Note Obligations
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Xxxxx Assumption means the consummation of the transactions whereby (a) the Company will assume all of the obligations of the Escrow Issuer under the Securities and this Indenture, (b) Parent Guarantor and the Subsidiaries of the Company required to provide guarantees as described in Article 12 and Article 14 will guarantee such obligations pursuant to a supplemental indenture substantially in the form of Exhibit B and other agreements and (c) the Escrow Issuer is released from the Note Obligations.
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Examples of Xxxxx Assumption in a sentence

  • After the consummation of the Xxxxx Assumption, the references to the “Issuer” in this Indenture refer only to the Company and not to any of its subsidiaries.

  • After the consummation of the Xxxxx Assumption, the references in this Security to the “Company” refer only to Xxxxx Plastics Corporation, a Delaware corporation, and not to any of its Subsidiaries.

  • If the Escrow Issuer issues the Securities, prior to the consummation of the Xxxxx Assumption (as defined below), the references to the “Issuer” in this Indenture refer only to the Escrow Issuer.

  • Prior to the consummation of the Xxxxx Assumption (as defined below), the references to the “Issuer” in this Indenture refer only to the Escrow Issuers.

  • After the consummation of the Xxxxx Assumption, the references in this Security to the “Company” refer only to Xxxxx Global, Inc., a Delaware corporation, and not to any of its Subsidiaries.

  • After the consummation of the Xxxxx Assumption, the references to the “Issuer” in this Indenture refer only to Xxxxx Plastics Corporation and not to any of its subsidiaries.

  • Xxxxx Assumption Agreement by and among Citigroup Global Markets Realty Corp., Mxxxx National TPS Forth Worth S, LLC and TIC TPS Fort Worth I, LLC, recorded on June 15, 2007 as Document No. 000209191 in the Official Records TIC Principal Guaranty executed as of June 7, 2007, by Wxxxxxx X.

  • Xxxxx Assumption Agreement by and among Citigroup Global Markets Realty Corp., Mxxxx National TPS Fort Worth S, LLC and TIC TPS Fort Worth 9, LLC, recorded on June 18, 2007 as Document No. 000211101in the Official Records TIC Principal Guaranty executed as of June 7, 2007, by Hxxxxxx X.

  • Pukka is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization, with the corporate power and authority to own and operate its businesses as presently conducted, except where the failure to be or have any of the foregoing would not have a Material Adverse Effect.

  • Non-Impairment 93 Appendix A Provisions Relating to Securities EXHIBIT INDEX Exhibit A – Form of Security Exhibit B – Form of Supplemental Indenture – Xxxxx Assumption Exhibit C – Form of Supplemental Indenture – New Subsidiary Guarantors INDENTURE dated as of June 5, 2019 among XXXXX GLOBAL ESCROW CORPORATION, a Delaware corporation (the “Escrow Issuer”) (to be assumed by Xxxxx Global, Inc.

Related to Xxxxx Assumption

  • Incremental Assumption Agreement means an Incremental Assumption Agreement in form and substance reasonably satisfactory to the Administrative Agent, among the Borrower, the Administrative Agent and, if applicable, one or more Incremental Term Lenders and/or Incremental Revolving Facility Lenders.

  • Assignment and Assumption means an assignment and assumption entered into by a Lender and an assignee (with the consent of any party whose consent is required by Section 9.04), and accepted by the Administrative Agent, in the form of Exhibit A or any other form approved by the Administrative Agent.

  • Prepayment Assumption As defined in the Prospectus Supplement.

  • Assignment and Assumption Agreement means an Assignment and Assumption Agreement substantially in the form of Exhibit A.

  • Assignment and Assumption of Lease has the meaning set forth in Section 3.02(a)(v).

  • Valuation Assumptions means, as of an Early Termination Date, the assumptions that (1) in each Taxable Year ending on or after such Early Termination Date, the Corporate Taxpayer will have taxable income sufficient to fully utilize the deductions arising from the Basis Adjustments and Imputed Interest during such Taxable Year or future Taxable Years (including, for the avoidance of doubt, Basis Adjustments and Imputed Interest that would result from future Tax Benefit Payments that would be paid in accordance with the Valuation Assumptions) in which such deductions would become available, (2) the U.S. federal income tax rates and state and local income tax rates that will be in effect for each such Taxable Year will be those specified for each such Taxable Year by the Code and other law as in effect on the Early Termination Date, (3) any loss carryovers generated by deductions arising from Basis Adjustments, the NOLs or Imputed Interest that are available as of such Early Termination Date will be utilized by the Corporate Taxpayer on a pro rata basis from the Early Termination Date through the scheduled expiration date of such loss carryovers, (4) any non-amortizable assets will be disposed of on the fifteenth anniversary of the applicable Basis Adjustment; provided, that in the event of a Change of Control, such non-amortizable assets shall be deemed disposed of at the time of sale of the relevant asset (if earlier than such fifteenth anniversary), and (5) if, at the Early Termination Date, there are Common Units that have not been Exchanged, then each such Common Unit shall be deemed to be Exchanged for the Market Value of the number of shares of Class A Common Stock and the amount of cash that would be transferred if the Exchange occurred on the Early Termination Date.

  • Assignment and Assumption Agreements means each of the Assignment and Assumption Agreements to be executed between a Trustee and trustee of the relevant Successor Trust in accordance with the relevant Trust Agreement, as the same may be amended, modified or supplemented from time to time.

  • Conveyancing and Assumption Instruments means, collectively, the various Contracts, including the related local asset transfer agreements and local stock transfer agreements, and other documents entered into prior to the Effective Time and to be entered into to effect the Transfer of Assets and the Assumption of Liabilities in the manner contemplated by this Agreement, or otherwise relating to, arising out of or resulting from the transactions contemplated by this Agreement, in such form or forms as the applicable Parties thereto agree.

  • Incremental Term Loan Assumption Agreement means an Incremental Term Loan Assumption Agreement in form and substance reasonably satisfactory to the Administrative Agent, among the Borrower, the Administrative Agent and one or more Incremental Term Lenders.

  • Assignment and Acceptance means an assignment and acceptance entered into by a Lender and an assignee (with the consent of any party whose consent is required by Section 9.04), and accepted by the Administrative Agent, in the form of Exhibit A or any other form approved by the Administrative Agent.

  • Commitment and Acceptance is defined in Section 2.18(b).

  • Affiliated Lender Assignment and Assumption means an assignment and assumption entered into by a Lender and an Affiliated Lender (with the consent of any party whose consent is required by Section 9.05) and accepted by the Administrative Agent in the form of Exhibit A-2 or any other form approved by the Administrative Agent and the Borrower.

  • Assignment and Acceptance Agreement means an assignment and acceptance agreement entered into by a Lender, an Eligible Assignee and the Administrative Agent, and, if required, the Borrower, pursuant to which such Eligible Assignee may become a party to this Agreement, in substantially the form of Exhibit C hereto.

  • Designated Borrower Request and Assumption Agreement has the meaning specified in Section 2.14.

  • Merger Without Assumption provisions of Section 5(a)(viii) will apply to Party A and will apply to Party B.

  • Permitted Loan Purchase Assignment and Acceptance means an assignment and acceptance entered into by a Lender as an Assignor and Holdings, the Borrower or any of the Subsidiaries as an Assignee, as accepted by the Administrative Agent (if required by Section 9.04) in the form of Exhibit F or such other form as shall be approved by the Administrative Agent and the Borrower (such approval not to be unreasonably withheld or delayed).

  • AGREED AND ACCEPTED BUYER: , a By: Name: Title:

  • Guarantee Assumption Agreement means a Guarantee Assumption Agreement substantially in the form of Exhibit B to the Guarantee and Security Agreement between the Collateral Agent and an entity that pursuant to Section 5.08 is required to become a “Subsidiary Guarantor” under the Guarantee and Security Agreement (with such changes as the Administrative Agent shall request consistent with the requirements of Section 5.08).

  • CREFC® Assumption Modification Posting Instructions Template A report substantially in the form of, and containing the information called for in, the downloadable form of the “Assumption Modification Posting Instructions Template” available as of the Closing Date on the CREFC® Website, or such other form for the presentation of such information and containing such additional information as may from time to time be approved by the CREFC® for commercial mortgage securities transactions generally.

  • Commitment Transfer Supplement means a document in the form of Exhibit 16.3 hereto, properly completed and otherwise in form and substance satisfactory to Agent by which the Purchasing Lender purchases and assumes a portion of the obligation of Lenders to make Advances under this Agreement.

  • Assumption Date has the meaning set forth in Section 9.23 of the Sale and Servicing Agreement.

  • Assumption Agreement has the meaning specified in Section 2.18(d)(ii).

  • Assumption Fees With respect to any Serviced Mortgage Loan (or Serviced Loan Combination, if applicable), any and all assumption fees of such Serviced Mortgage Loan (or Serviced Loan Combination, if applicable) for transactions effected under Section 3.09(a), 3.09(b) and 3.09(c) of this Agreement (excluding assumption application fees), actually paid by the related Mortgagor and other applicable fees (not including assumption fees and/or assumption application fees) actually paid by the related Mortgagor in accordance with the related Loan Documents, with respect to any assumption or substitution agreement entered into by the Master Servicer or the Special Servicer on behalf of the Trust (or, in the case of a Serviced Loan Combination, on behalf of the Trust and the related Serviced Companion Loan Holder(s)) pursuant to Section 3.09(a) of this Agreement or paid by the related Mortgagor with respect to any transfer of an interest in such Mortgagor pursuant to Section 3.09(a) of this Agreement.

  • Commitment Schedule means the Schedule attached hereto identified as such.