The Transferee Sample Clauses

The Transferee. (a) confirms that it has received a copy of the Loan Agreement together with such other documents and information as it has requested in connection with this transaction;
The Transferee. (a) confirms that it has received a copy of the Loan Agreement;
The Transferee. (a) agrees to perform and comply with the obligations expressed to be imposed on it under the Agreement as a result of this Transfer Certificate taking effect;
The Transferee. 4.1 confirms that it has received a copy of the Loan Agreement and the other Finance Documents together with such other documents and information as it has required in connection with the transaction contemplated thereby;
The Transferee. 2.1 represents and warrants that it has the power and capacity, and is legally authorized, to enter into this Agreement and that the performance of its obligations pursuant hereto and pursuant to the Royalty Agreement are not prohibited or restricted by any law binding upon or applicable to it; and
The Transferee. [ ] (whose registered office is at [ ]) AND
The Transferee. (a) shall keep confidential all information provided to it by the Transferor which relates to the Transferor; and

Related to The Transferee

  • The Transferor 5.1 warrants to the Transferee that it has full power to enter into this Transfer Certificate and has taken all corporate action necessary to authorise it to do so;

  • Transferee 3 Transfer Date (not earlier that the fifth Business Day after the date of delivery of the Transfer Certificate to the Agent):

  • Transferor By: -------------------------------------- Name: Title: EXHIBIT M FORM OF ERISA REPRESENTATION LETTER _____________, 20__ Financial Asset Securities Corp. Deutsche Bank National Trust Company 000 Xxxxxxxxx Xxxx 0000 Xxxx Xx. Xxxxxx Xxxxx Greenwich, Connecticut 06830 Xxxxx Xxx, Xxxxxxxxxx 00000-0000 Re: Soundview Home Loan Trust 2005-DO1, ASSET-BACKED CERTIFICATES SERIES 2005-DO1 Dear Sirs: _______________________ (the "Transferee") intends to acquire from _____________________ (the "Transferor") $____________ Initial Certificate Principal Balance Soundview Home Loan Trust 2005-DO1, Asset-Backed Certificates Series 2005-DO1, Class [C][P][R[-X]] (the "Certificates"), issued pursuant to a Pooling and Servicing Agreement (the "Pooling and Servicing Agreement") dated as of May 15, 2005 among Financial Asset Securities Corp. as depositor (the "Depositor"), Countrywide Home Loans Servicing, LP as servicer (the "Servicer") and Deutsche Bank National Trust Company as trustee (the "Trustee"). Capitalized terms used herein and not otherwise defined shall have the meanings assigned thereto in the Pooling and Servicing Agreement. The Transferee hereby certifies, represents and warrants to, and covenants with the Depositor, the Trustee and the Servicer the following: The Certificates (i) are not being acquired by, and will not be transferred to, any employee benefit plan within the meaning of section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), or other retirement arrangement, including individual retirement accounts and annuities, Xxxxx plans and bank collective investment funds and insurance company general or separate accounts in which such plans, accounts or arrangements are invested, that is subject to Section 406 of ERISA or Section 4975 of the Internal Revenue Code of 1986 (the "Code") (any of the foregoing, a "Plan"), (ii) are not being acquired with "plan assets" of a Plan within the meaning of the Department of Labor ("DOL") regulation, 29 C.F.R.ss.2510.3-101, and (iii) will not be transferred to any entity that is deemed to be investing in plan assets within the meaning of the DOL regulation at 29 X.X.X.xx. 2510.3-101. Very truly yours, [Transferee] By:______________________________ Name: Title: EXHIBIT N-1 FORM CERTIFICATION TO BE PROVIDED BY THE DEPOSITOR WITH FORM 10-K Re: Soundview Home Loan Trust, Series 2005-DO1 ASSET BACKED CERTIFICATES, SERIES 2005-DO1 I, [identify the certifying individual], certify that:

  • The Purchaser (a) is not an employee benefit or other plan subject to the prohibited transaction provisions of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), or Section 4975 of the Internal Revenue Code of 1986, as amended (a "Plan"), or any other person (including an investment manager, a named fiduciary or a trustee of any Plan) acting, directly or indirectly, on behalf of or purchasing any Certificate with "plan assets" of any Plan within the meaning of the Department of Labor ("DOL") regulation at 29 C.F.R. ss.2510.3-101; or

  • Permitted Transferee The term "Permitted Transferee" means any transferee of Units pursuant to clauses (e) or (f) of the definition of "Exempt Transfer" as defined in the Securityholders Agreement.

  • Purchaser The Placement Agent has made such reasonable inquiry as is necessary to determine that the Purchaser is acquiring the Capital Securities for its own account, that the Purchaser does not intend to distribute the Capital Securities in contravention of the Securities Act or any other applicable securities laws, and that the Purchaser is not a "U.S. person" as that term is defined under Rule 902 of the Securities Act.

  • Allocations Between Transferor and Transferee If a Partner transfers any part or all of its Partnership Interest, the distributive shares of the various items of Profit and Loss allocable among the Partners during such fiscal year of the Partnership shall be allocated between the transferor and the transferee Partner either (i) as if the Partnership’s fiscal year had ended on the date of the transfer, or (ii) based on the number of days of such fiscal year that each was a Partner without regard to the results of Partnership activities in the respective portions of such fiscal year in which the transferor and the transferee were Partners. The General Partner, in its sole and absolute discretion, shall determine which method shall be used to allocate the distributive shares of the various items of Profit and Loss between the transferor and the transferee Partner.

  • Assignment of Membership Interest A Member may not assign the Member’s interest in the Company except with the written consent of all the other Members of record. Any such consent to assignment automatically entitles the assignee to become a Member. A Member’s membership interest may be evidenced by a certificate of membership interest issued by the Company.

  • Representations and Warranties of the Transferor and the Transferee (a) The Transferor hereby represents and warrants to the Transferee as of the date of this Agreement and the Closing Date that:

  • The Seller Subsection 14.01 Additional Indemnification by the Seller; Third Party Claims........................................... Subsection 14.02 Merger or Consolidation of the Seller..................