Existing Transactions Clause Samples
The "Existing Transactions" clause defines how current agreements or transactions between the parties are treated under a new contract or amendment. It typically clarifies whether previous deals remain in effect, are superseded, or are integrated into the new arrangement. For example, it may specify that all prior purchase orders continue to be governed by their original terms, or that they are now subject to the updated contract. This clause ensures clarity and prevents disputes by explicitly stating the status of ongoing or prior transactions when a new agreement is executed.
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Existing Transactions. In the event that the parties have entered into Transactions prior to the date of this Agreement (collectively, the “Prior Transactions”), the parties agree that all such Prior Transactions shall constitute Transactions under and be governed by this Agreement. To the extent of any conflict between the terms and provisions of the Prior Transactions and the terms and provisions of this Agreement, the terms and provisions of this Agreement shall control; provided that, (i) all Additional Amounts, under and as defined in the Prior Transactions, shall automatically become Independent Amounts under this Agreement, and (ii) all Performance Assurance, as held by a party pursuant to the terms of and as defined in the Prior Transactions, shall automatically become Posted Credit Support under this Agreement, in each case subject to the terms of this Agreement.
Existing Transactions. In the event that the parties have entered into Transactions prior to the date of this Agreement (collectively, the “Prior Transactions”), the parties agree that all such Prior Transactions shall constitute Transactions under and governed by this Agreement. To the extent of any conflict between the terms and provisions of the Prior Transactions and the terms and provisions of this Agreement, the terms and provisions of this Agreement shall control.
Existing Transactions. The parties agree that this Agreement shall apply to all transactions which are outstanding as at the date of this Agreement so that such transactions shall be treated as if they had been entered into under this Agreement, and the terms of such transactions are amended accordingly with effect from the date of this Agreement.
Existing Transactions. The Parties agree that this Agreement shall apply to all transactions which are subject to a Master Repurchase Agreement (if any) previously entered into between them and which are outstanding as at the date of this Agreement so that such transactions shall be treated as if they had been entered into under this Agreement, and the terms of such transactions are amended accordingly with effect from the Effective Date of this Agreement.
Existing Transactions. All Transactions entered into between the parties hereto prior to the date of the Agreement which are outstanding at the date of the Agreement are hereby deemed to have been entered into pursuant to the Agreement and are governed by its terms.
Existing Transactions. Only those Transactions entered into between the Parties prior to the Effective Date which are described on Exhibit C ("Existing Transactions") shall be governed by this Master Agreement, and in the event any terms of this Master Agreement and the Existing Transactions are conflicting or inconsistent, the terms of this Master Agreement will control unless otherwise stated in such Exhibit C. Any prior Transaction entered into between the Parties, which is not described on Exhibit C, shall not be governed by this Master Agreement.
Existing Transactions. 1. Incremental extensions to existing borrowers (i.e., new money) will be approved by a majority of the Investment Committee, including an affirmative vote from the Chairman or his designee.
2. Refinancings and restructurings should be discussed with the NFIC Chief Compliance Officer (“CCO”), General Counsel, and CFO to ensure alignment with regulatory and tax requirements of NFIC. Waivers and amendments not involving incremental exposure will be approved in accordance with the following grid and explanatory notes below: NF Investment Corp. Risk Policy Manual – September 2013 Trade Secret and Strictly Confidential 7 Single Obligor 100% Lender Vote Issues: increase in commitment, reduction in interest rate or Libor floor, waiver or postponement of any scheduled maturity date or any date fixed for a payment of principal or release of substantially all the collateral or any guarantee Majority of the Investment Committee, including an affirmative vote of the Chairman or his designee Majority of the Investment Committee, including an affirmative vote of the Chairman or his designee Single Obligor Financial Covenants and Major Issues that are not 100% Lender Vote Issues: (Pricing, Payment Terms, Acquisitions, Divestitures, Restricted Payments, Changes which weaken Collateral or Guarantees, Subordination or Inter-creditor issues with 2nd lien or mezzanine) Risk Management(2)(3) Risk Management and NFIC President(2)(4) Single Obligor all other issues Portfolio Management Staff (VP or higher) Risk Management(2)(3)(4)
(1) Where NFIC acts as Administrative Agent on a syndicated credit, the NFIC Head of Capital Markets and the General Counsel should be consulted on waivers and amendments regarding financial covenants and major issues.
(2) For purposes of the grid above, Risk Management includes both the NFIC Head of Risk Management and the NFIC Head of Underwriting and Portfolio Management.
(3) The NFIC President may substitute for either NFIC Head of Risk Management or the NFIC Head of Underwriting and Portfolio Management in their absence.
(4) If the Middle Market Senior Loan has been assigned to the Loan Workout Team (see Policy 5.2—Problem Loan Management), the NFIC Head of Loan Workout will approve the waiver or amendment instead of the NFIC Head of Underwriting and Portfolio Management.
3. Funding in accordance with approved facilities will be approved in accordance with the following grid. It is the responsibility of approving officers to assure that all condit...
Existing Transactions. In the event that the parties have entered into Transactions prior to the date of this Agreement (collectively, the “Prior Transactions”), the parties agree that all such Prior Transactions shall constitute Transactions under and will be governed by this Agreement. To the extent of any conflict between the terms and provisions of the Prior Transactions and the terms and provisions of this Agreement, the terms and provisions of this Agreement shall control; provided that, (i) all Additional Amounts, under and as defined in the Prior Transactions, shall automatically become Independent Amounts under this Agreement, and (ii) all Performance Assurance, as held by a party pursuant to the terms of and as defined in the Prior Transactions, shall automatically become Posted Credit Support under this Agreement, in each case subject to the terms of this Agreement. Notwithstanding anything to the contrary contained in this Agreement, if the parties enter into any Specified Transaction, such Specified Transaction will be subject to, governed by, and construed in accordance with the terms of, this Agreement unless the Confirmation relating thereto expressly states to the contrary. Each such Specified Transaction will be a transaction for purposes of this Agreement.
Existing Transactions. Any transaction entered into between Party A and Party B prior to the date of this Agreement shall not be a “Transaction” and shall not be governed by this Agreement.
Existing Transactions. All Transactions constituting repurchase transactions or reverse repurchase transactions entered into between the parties hereto prior to the date of the Agreement which are outstanding at the date of the Agreement are hereby deemed to have been entered into pursuant to the Agreement and are governed by its terms.