Affiliate Security definition
Examples of Affiliate Security in a sentence
Nothing in this Section 9.17(b) or in this Agreement shall be construed to designate as an Excluded Investment ineligible as Collateral under the Pledge and Intercreditor Agreement any investment that was not an Affiliate Security at the time it was delivered to the Administrative Agent pursuant to the Pledge and Intercreditor Agreement.
Promptly following the time it shall have learned that an Affiliate Security that should not have been transferred in accordance with the first sentence of this Section 9.17(b) has been transferred, the Borrower shall cause the Custodian to transfer such Affiliate Security to an account established by the Borrower pursuant to the Custodial Agreement that does not hold Collateral.
A Physical Security may not be exchanged for a beneficial interest in a Global Security except upon satisfaction of the requirements set forth below and, in the case of an Affiliate Security, an Opinion of Counsel reasonably satisfactory to the Company and addressed to the Company and the Registrar to the effect that such Security is no longer a Restricted Security.
Promptly following the time it shall have learned that an Affiliate Security that should not have been transferred in accordance with the first sentence of this subsection 9.17(b) has been transferred, the Borrower shall cause the Custodian to transfer such Affiliate Security to an account established by the Borrower pursuant to the Custodial Agreement that does not hold Collateral.
Notwithstanding the foregoing, no Affiliate Security that is a Certificated Security may be transferred into a Global Security other than a Global Security representing solely Affiliate Securities other than in connection with a transfer pursuant to Section 2.06(f).
It is understood and agreed that the Affiliate Securities will be reserved for offer and sale to the Affiliate Purchasers upon the terms and subject to the conditions set forth in this Agreement and the Pricing Disclosure Package and the Prospectus, and will be sold to the Affiliate Purchasers at a price of $[—] per Affiliate Security, the public offering price set forth on the cover page of the Prospectus.
From the date hereof until the Closing Date, Buyer will promptly notify the Company and Seller of any event occurring subsequent to the date of this Agreement which would or might render any representation or warranty of Buyer or Merger Sub untrue or inaccurate in any material respect or would or reasonably could be expected to cause Buyer or Merger Sub to fail to comply with its obligations hereunder in any material respect.
The Companies and CLI shall cause the appropriate person to execute and deliver to the Agent a Co-Borrower Security Agreement, or Affiliate Security Agreement, as applicable, in the form attached hereto as Exhibit G or H, respectively.
Affiliate Security Agreement means that certain Affiliate Security Agreement, securing the Guarantors’ obligations under the Guaranty Agreement, among Guarantors and Intuit, dated as of the date hereof and which is an essential element of this Agreement.
In the event that Security Matters damages or breaks an item of raw materials consigned by Trifecta or an Affiliate, Security Matters shall provide notice of such an event to Trifecta immediately within one Business Day of discovering the damage.