Entire Agreement Amendments and Waivers Separate Actions by Buyer Sample Clauses

Entire Agreement Amendments and Waivers Separate Actions by Buyer. 51 Section 8.01 Entire Agreement; Amendments 51 Section 8.02 Waivers, Separate Actions by Buyer 51 ARTICLE IX SUCCESSORS AND ASSIGNS 52 Section 9.01 Successors and Assigns 52 Section 9.02 Participations and Transfers 52 Section 9.03 Buyer and Participant Register 53 ARTICLE X AGENT PROVISIONS 54 Section 10.01 Appointment of Administrative Agent 54 Section 10.02 Powers and Duties 54 Section 10.03 Rights, Exculpation, Etc 55 Section 10.04 Administrative Agent to Act as Buyer 55 Section 10.05 Buyer’s Representations, Warranties and Acknowledgment 55 Section 10.06 Right to Indemnity 56 Section 10.07 Successor Administrative Agent 57 Section 10.08 Delegation of Duties 58 Section 10.09 Right to Realize on Collateral 58 Section 10.10 Erroneous Payments 58 ARTICLE XI MISCELLANEOUS 60 Section 11.01 Survival 60 Section 11.02 Indemnification 60 Section 11.03 Nonliability of Buyer 60 Section 11.04 Governing Law; Submission to Jurisdiction; Waivers 61 Section 11.05 Notices 62 Section 11.06 Severability 64 Section 11.07 Section Headings 64 Section 11.08 Counterparts 64 Section 11.09 Periodic Due Diligence Review 64 Section 11.10 Hypothecation or Pledge of Repurchase Assets 65 Section 11.11 Confidentiality 65 Section 11.12 Set-off; Netting 66 Section 11.13 Intent 67 Section 11.14 Consent 68 Schedule 1 – Responsible Officers of Seller Schedule 2 – Asset Schedule Schedule 3 – Buyer Account Schedule 4 – List of Competitors Exhibit A – Form of Transaction Notice Exhibit B – Existing Indebtedness MASTER REPURCHASE AGREEMENT This Master Repurchase Agreement (“Agreement”) is made as of January 25, 2024, among NOMURA CORPORATE FUNDING AMERICAS, LLC (“NCFA”), as administrative agent (the “Administrative Agent”), NOMURA CORPORATE FUNDING AMERICAS, LLC (“NCFA”), as buyer (“Buyer”), and XXXXXXXXX.XXX, LLC (“loanDepot”), as seller (“Seller”). Capitalized terms have the meanings specified in Sections 1.01 and 1.02.
Sample 1
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Entire Agreement Amendments and Waivers Separate Actions by Buyer. 51 Section 8.01 Entire Agreement; Amendments 51 Section 8.02 Waivers, Separate Actions by Buyer 52 ARTICLE IX SUCCESSORS AND ASSIGNS 52 Section 9.01 Successors and Assigns 52 Section 9.02 Participations and Transfers 52 Section 9.03 Buyer and Participant Register 54 ARTICLE X ________________________ 54 Section 10.01 Appointment of Administrative Agent 54 Section 10.02 Powers and Duties 55
Sample 1
Entire Agreement Amendments and Waivers Separate Actions by Buyer. 46 Section 8.01 Entire Agreement; Amendments 46 Section 8.02 Waivers, Separate Actions by Buyer 47 ARTICLE IX SUCCESSORS AND ASSIGNS 47 Section 9.01 Successors and Assigns 47 Section 9.02 Transfers 47 Section 9.03 Buyer and Transaction Register 48 ARTICLE X MISCELLANEOUS 48 Section 10.01 Survival 48 Section 10.02 Nonliability of Buyer Parties 48 Section 10.03 Governing Law; Jurisdiction, Waiver of Jury Trial: Waiver of Damages 49 Section 10.04 Notices 50 Section 10.05 Severability 51 Section 10.06 Section Headings 52 Section 10.07 Counterparts 52 Section 10.08 Periodic Due Diligence Review 52 Section 10.09 Hypothecation or Pledge of Repurchase Assets 52 Section 10.10 Non-Confidentiality of Tax Treatment 53 Section 10.11 Set-off 54 Section 10.12 Intent 54 Section 10.13 Third Party Beneficiaries 55
Sample 1
Entire Agreement Amendments and Waivers Separate Actions by Buyer 
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Related to Entire Agreement Amendments and Waivers Separate Actions by Buyer

  • Entire Agreement; Amendments and Waivers This Agreement (including the schedules and exhibits hereto) represents the entire understanding and agreement between the parties hereto with respect to the subject matter hereof and can be amended, supplemented or changed, and any provision hereof can be waived, only by written instrument making specific reference to this Agreement signed by the party against whom enforcement of any such amendment, supplement, modification or waiver is sought. No action taken pursuant to this Agreement, including without limitation, any investigation by or on behalf of any party, shall be deemed to constitute a waiver by the party taking such action of compliance with any representation, warranty, covenant or agreement contained herein. The waiver by any party hereto of a breach of any provision of this Agreement shall not operate or be construed as a further or continuing waiver of such breach or as a waiver of any other or subsequent breach. No failure on the part of any party to exercise, and no delay in exercising, any right, power or remedy hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of such right, power or remedy by such party preclude any other or further exercise thereof or the exercise of any other right, power or remedy. All remedies hereunder are cumulative and are not exclusive of any other remedies provided by law.

  • Entire Agreement, Amendments and Waiver The exhibits to this Agreement are hereby incorporated by reference into this Agreement. This Agreement, including all exhibits hereto, integrates the entire understanding among the Parties with respect to the subject matter covered and supersedes all prior understandings, drafts, discussions or statements, whether oral or in writing, expressed or implied, dealing with the same subject matter. This Agreement may not be amended or modified in any manner except by a written document signed by the Parties that expressly amends this Agreement. No waiver by a Party of any of the provisions of this Agreement shall be deemed or shall constitute a waiver of any other provision hereof (whether or not similar), nor shall such waiver constitute a continuing waiver unless expressly provided. No waiver shall be effective unless made in writing and signed by the Party to be charged with such waiver.

  • Modifications, Consents and Waivers; Entire Agreement No modification, amendment or waiver of or with respect to any provision of this Loan Agreement, the Promissory Note, the Pledge Agreement, or any of the other Loan Documents, nor consent to any departure from any of the terms or conditions thereof, shall in any event be effective unless it shall be in writing and signed by the party against whom enforcement thereof is sought. Any such waiver or consent shall be effective only in the specific instance and for the purpose for which given. No consent to or demand on a party in any case shall, of itself, entitle it to any other or further notice or demand in similar or other circumstances. This Loan Agreement embodies the entire agreement and understanding between the Lender and the Borrower and supersedes all prior agreements and understandings relating to the subject matter hereof.

  • Entire Agreement; Amendments; Waivers (a) This Agreement supersedes all other prior oral or written agreements between the Purchaser, the Company, their affiliates and persons acting on their behalf with respect to the matters discussed herein, and this Agreement and the instruments referenced herein (including the other Transaction Documents) contain the entire understanding of the parties with respect to the matters covered herein and therein and, except as specifically set forth herein or therein, neither the Company nor the Purchaser makes any representation, warranty, covenant or undertaking with respect to such matters. No provision of this Agreement may be amended other than by an instrument in writing signed by the Company and the Purchaser, and no provision hereof may be waived other than by an instrument in writing signed by the party against whom enforcement is sought.

  • Entire Agreement; Amendment and Waivers This Guarantee contains the complete and entire agreement of Wells Fargo with respect to its provisions, and no change, waixxx xr amendment hereto shall be binding upon Wells except as separately set forth in a writing and duly executed by Wells Fargo.

  • Entire Agreement; Amendments; Waiver This Agreement constitutes the entire agreement among the parties with respect to the subject matter hereof and supersedes all other prior agreements and understandings, both written and oral, among the parties or any of them with respect to the subject matter hereof. This Agreement may be amended by the parties hereto and the terms and conditions hereof may be waived only by an instrument in writing signed on behalf of each of the parties hereto, or, in the case of a waiver, by an instrument signed on behalf of the party waiving compliance.

  • Entire Agreement Construction Amendments and Waivers (a) This Agreement and each of the other Loan Documents dated as of the date hereof, taken together, constitute and contain the entire agreement between Borrower and Lender and supersede any and all prior agreements, negotiations, correspondence, understandings and communications between the parties, whether written or oral, respecting the subject matter hereof.

  • Entire Agreement; Amendment; Waivers This Agreement and ------------------------------------ the documents delivered pursuant to it constitute the entire agreement and understanding among the Parties and supersede all prior agreements and understandings, both written and oral, relating to the subject matter of this Agreement. This Agreement may be amended, modified or supplemented, and any right hereunder may be waived, if, but only if, the amendment, modification, supplement or waiver is in writing and signed by the Majority Stockholders, the Company and WORK. The waiver of any of the terms and conditions of this Agreement shall not be construed or interpreted as, or deemed to be, a waiver of any of its other term or conditions.

  • Entire Agreement; Amendment and Waiver This Agreement constitutes the full and entire understanding and agreement between the parties with regard to the subject matter hereof. Any term of this Agreement may be amended and the observance of any term hereof may be waived (either prospectively or retroactively and either generally or in a particular instance) only with the written consent of the parties to this Agreement.

  • Entire Agreement; Amendments, Etc This Agreement contains the entire agreement and understanding of the parties hereto, and supersedes all prior agreements and understandings relating to the subject matter thereof. No modification, amendment, waiver or alteration of this Agreement or any provision or term hereof shall in any event be effective unless the same shall be in writing, executed by both parties hereto, and any waiver so given shall be effective only in the specific instance and for the specific purpose for which given.

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