Pending Transactions. Once a Digital Asset Transfer is submitted to a Digital Asset network, the transaction will be unconfirmed and remain in a pending state for a period of time sufficient to confirmation of the transaction by the Digital Asset network. A Digital Asset Transfer is not complete while it is in a pending state. Pending Digital Asset Transfers that are initiated from a METAL X Account will reflect a pending transaction status and are not available to you for use on the METAL X platform or otherwise while the transaction is pending.
Pending Transactions. All of Sellers’ rights with respect to the Pending Transactions as set forth on Schedule 2.1.5.J, other than the proceeds relating to the brakes and suspension business and exhaust business.
Pending Transactions. 9.35.1. In the event that any of the Pending Transactions are not completed before the Closing, Company Buyer will use commercially reasonable efforts to facilitate completion of the Pending Transactions under the applicable sale and related agreements, including the Seller Transition Services Agreement (subject to Delphi’s reimbursement of Company Buyer’s actual costs in accordance with the terms of the Seller Transition Services Agreement), and pay to Delphi, in U.S. Dollars, an amount equal to net proceeds received from the respective buyers under the Pending Transactions, within ten (10) Business Days after receipt, except that funds paid to a non-U.S. Sale Company will be paid to Delphi (or Parent, as applicable) as soon as legally permitted under applicable Law, and in advance of amounts paid to other Company Affiliates.
Pending Transactions. Section 5.26 of the Disclosure Statement lists the status of the Pending Transactions.
Pending Transactions. Except for this Agreement and the transactions contemplated hereby, the Company is not a party to or bound by any agreement, negotiation, discussion, commitment or undertaking with respect to a merger or consolidation with, or an acquisition of all or substantially all of the property and assets of, any other corporation or person or the sale, lease or exchange of all or substantially all of its properties and assets to any other person.
Pending Transactions. Except for this Agreement and the transactions contemplated hereby, neither the Company nor any of the Subsidiaries is a party to or bound by any agreement, negotiation, discussion, commitment or undertaking with respect to a merger or consolidation with, or an acquisition of any material property and assets of, any other corporation or person or the sale, lease or exchange of any material properties and assets to any other person.
Pending Transactions. Nothing in this Agreement shall preclude Sellers from completing any pending transactions, including, but not limited to, the acquisition of the Palm Stations and the Phase II Stations in accordance with the terms and conditions thereof.
Pending Transactions. (a) In the event that a Pending Transaction set forth on Schedule X which is a sale of any of the Assets is consummated after the Agreement Date and prior to the Closing Date, (i) Company will not acquire any of the Assets that are the subject of such Pending Transaction, (ii) Transferor shall promptly deliver to Escrow Agent (in accordance with Section 5.3 hereof) the Net Proceeds from such Pending Transaction, (iii) Company and Transferor shall instruct the Escrow Agent not later than the Escrow Closing Date (in accordance with Section 7.7 hereof) to distribute such Net Proceeds as follows: (A) an amount equal to the Reduction in Transfer Value (as set forth on Schedule X hereto) shall be delivered to or at the direction of Transferor, (B) an amount equal to fifteen (15) percent of the Excess Amount (as defined below) shall be delivered to the Lessee (as defined in the Xxxxxx Lease) and (C) eighty-five (85) percent of the Excess Amount shall be delivered to Company to be held in the Cash Collateral Account pursuant to the Xxxxxx Lease and (iv) Company will not assume or undertake to discharge any liability or perform any contract or agreement with respect to such Pending Transaction. For purposes hereof, "
Pending Transactions. None of Parent, Merger Sub or any of their respective Subsidiaries is party to any transaction pending (a) to acquire or agree to acquire by merging or consolidating with, or by purchasing a substantial portion of the assets of or equity in, or by any other manner, any Person or portion thereof, or (b) to otherwise acquire or agree to acquire any assets, where the entering into of a definitive agreement relating to or the consummation of such acquisition, merger or consolidation, in each case, would, or would reasonably be expected to, (x) impose any material delay in the obtaining of, or significantly increase the risk of not obtaining, any consents, approvals, licenses, permits, orders, qualifications, authorizations of, or registrations or other actions by, or any filings with or notifications to, any Governmental Entity necessary to consummate the Transactions (including the Merger) or the expiration or termination of any applicable waiting period, (y) significantly increase the risk of any Governmental Entity entering a governmental order prohibiting the consummation of the Transactions or (z) materially delay the consummation of the Transactions (including the Merger).
Pending Transactions. As of the date of this Agreement, the Seller is not a party to or bound by any agreement, undertaking or commitment (i) to merge or consolidate with, or acquire all or substantially all of the property, assets or capital stock of any other corporation or Person or (ii) to sell, lease or exchange all or substantially all of Seller's property, any of the Purchased Assets or any capital stock to any Person other than the sale of the Purchased Assets to the Buyer pursuant to this Agreement.
