Included Sales Transaction definition

Included Sales Transaction has the meaning specified in the Marketing and Sales Agreement.
Included Sales Transaction has the meaning given to it in the Supply and Offtake Agreement.
Included Sales Transaction has the meaning specified in the Marketing and Sales Agreement, but shall exclude any sales by Macquarie to the SIP.

Examples of Included Sales Transaction in a sentence

  • For each month, the applicable Product Sales Fee shall be applied to each Barrel of Product, if any, sold by Xxxx under any Included Sales Transaction during such month.

  • To the extent that Xxxx is required to cover any shortfall in any Product delivery, under an Included Sales Transaction, by any inventory it owns and acquires separately from the inventory owned and maintained in connection with this Agreement, any cost or loss incurred by Xxxx in connection therewith that is not otherwise included as a Monthly Cover Cost shall constitute an Ancillary Cost that is to be reimbursed to Xxxx.

  • To the extent that Aron is required to cover any shortfall in any Product delivery, under an Included Sales Transaction, by any inventory it owns and acquires separately from the inventory owned and maintained in connection with this Agreement, any cost or loss incurred by Aron in connection therewith that is not otherwise included as a Monthly Cover Cost shall constitute an Ancillary Cost that is to be reimbursed to Aron.

  • The Company shall have no authority to bind Xxxx to, or enter into on Aron’s behalf, any Included Sales Transaction and shall not represent to any potential Customer that it has such authority.

  • When identifying any potential Included Sales Transaction or Included Product Purchase Transaction, Fuels and LW shall use commercially reasonable efforts to comply with any guidelines that Macquarie may from time to time provide to Fuels or LW, in writing, to be observed by Fuels and LW in seeking to identify such transactions.

  • For each month, the applicable Renewable Product Sales Fee shall be applied to each Barrel of Renewable Product, if any, sold by Macquarie under any Included Sales Transaction during such month.

  • If Macquarie enters into an Included Sales Transaction it shall promptly confirm this to Fuels or LW by sending to Fuels or LW an email confirmation notifying Fuels or LW that a transaction has been executed on the basis of the relevant trade ticket.

  • If a binding agreement is so established to Macquarie’s satisfaction, then Macquarie shall seek to finalize and confirm such Included Sales Transaction using its ordinary documentation and confirmation procedures.

  • Promptly sign and return those forms needing to be signed;Call us! Your concerns and feed back are important to youACKNOWLEDGEMENT OF POLICIESTo ensure that you, the parent, have read, understood and agree to the IMD Parent Handbook and contract , Policies and Procedures, you must complete, sign, & return the following contract to IMD at the time of enrollment.

  • Fuels and LW shall have no authority to bind Macquarie to, or enter into on Macquarie’s behalf, any Included Sales Transaction and shall not represent to any potential Customer that it has such authority.


More Definitions of Included Sales Transaction

Included Sales Transaction means any agreement between Macquarie and a Customer at the request of Fuels or LW under Section 2.2 providing for the sale by Macquarie and the purchase by such Customer of an agreed quantity of a specified Product, but, for the avoidance of doubt, shall exclude any sales by Macquarie to the SIP.
Included Sales Transaction means any agreement between Xxxx and a Customer at the request of the Company under Section 2.2 providing for the sale by Xxxx and the purchase by such Customer of an agreed quantity of a specified Product
Included Sales Transaction means sales of Renewable Product from an Included Storage Location by Macquarie to an offtaker pursuant to any Tripartite Renewable Product Offtake Agreement and any other sales of Renewable Product from an Included Storage Location by Macquarie to a Customer pursuant to this Agreement.
Included Sales Transaction has the meaning specified in the Marketing and Sales Agreement. “Included Tanks” means the Included Permitted Feedstock Storage Tanks and Included Renewable Product Tanks, as more particularly described on Schedule E. “Independent Amount” has the meaning assigned to such term in the Fees and Adjustments Letter. “Independent Inspection Company” has the meaning specified in Section 12.3. “Index Permitted Feedstock Sale Value” means (i) the sum of the aggregate quantity of Barrels of Permitted Feedstock sold during such period under Counterparty Permitted Feedstock Sales with third parties, multiplied by (ii) the Current Month Pricing Benchmark for Permitted Feedstock during that period. “Index Renewable Product Purchase Value” means, for any Renewable Product Group and relevant period, the product of (i) the sum of the aggregate quantity of Barrels of such Renewable Product Group purchased during such period under Included Renewable Product Purchase Transactions, multiplied by (ii) the Current Month Pricing Benchmark for that Renewable Product Group and period. “Index Renewable Product Sale Value” means, for any Renewable Product Group and relevant period, the product of (i) the sum of the aggregate quantity of Barrels of such Renewable
Included Sales Transaction means any agreement between Aron and a Customer at the request of the Company under Section 2.2 providing for the sale by Aron and the purchase by such Customer of an agreed quantity of a specified Product

Related to Included Sales Transaction

  • Sale Transaction has the meaning set forth in Section 3(a).

  • SPAC Transaction means a transaction or series of related transactions by merger, consolidation, share exchange or otherwise of the Company with a publicly traded “special purpose acquisition company” or its subsidiary (collectively, a “SPAC”), immediately following the consummation of which the common stock or share capital of the SPAC or its successor entity is listed on the Nasdaq Stock Market, the New York Stock Exchange or another exchange or marketplace approved by the Board of Directors, including a majority of the Preferred Directors.

  • Excluded Transaction means any transaction in which assets are transferred to: (A) a shareholder of the Company (determined immediately before the asset transfer) in exchange for or with respect to its stock; (B) an entity, fifty percent (50%) or more of the total value or voting power of which is owned, directly or indirectly, by the Company (determined after the asset transfer); (C) a Person, or more than one Person Acting as a Group, that owns, directly or indirectly, fifty percent (50%) or more of the total value or voting power of all the outstanding stock of the Company (determined after the asset transfer); or (D) an entity at least fifty percent (50%) of the total value or voting power of which is owned, directly or indirectly, by a Person described in clause (C) (determined after the asset transfer).

  • De Minimis Transaction means a transaction in an equity security (or an equivalent security) which is equal to or less than 300 shares, or is a fixed-income security (or an equivalent security) which is equal to or less than $15,000 principal amount. Purchases and sales, as the case may be, in the same security or an equivalent security within 30 days will be aggregated for purposes of determining if the transaction meets the definition of a De Minimis Transaction.

  • Roll-Up Transaction means a transaction involving the acquisition, merger, conversion or consolidation either directly or indirectly of the Company and the issuance of securities of a Roll-Up Entity to the Shareholders. Such term does not include:

  • Pawn transaction means the same as that term is defined in Section 13-32a-102.

  • M&A Transaction means (i) the consolidation of the Company with, or a merger with or into, any third party, following which the Company’s stockholders immediately prior to such transaction, will own less than 50.1% of the surviving entity or the Company, as applicable, immediately following such transaction, or (ii) an acquisition or other transfer of all or substantially all of the Company’s securities or assets.

  • Receivables Transaction any transactions or series of related transactions providing for the financing of Receivables of the Borrower or any of its Subsidiaries.

  • Factoring Transaction means any transaction or series of transactions that may be entered into by the Borrower or any Subsidiary pursuant to which the Borrower or such Subsidiary may sell, convey, assign or otherwise transfer (or purport to sell, convey, assign or otherwise transfer) Securitization Assets (which may include a grant of security interest in such Securitization Assets so sold, conveyed, assigned or otherwise transferred or purported to be so sold, conveyed, assigned or otherwise transferred) to any Person.

  • Permitted Securitization Transaction Any financing transaction undertaken by the Seller or an Affiliate of the Seller that is secured, directly or indirectly, by the Collateral or any portion thereof or any interest therein, including any sale, lease, whole loan sale, asset securitization, secured loan or other transfer.

  • Company Transaction Expenses means all costs, fees and expenses payable by the Company or any of its Subsidiaries to any Person incurred by or on behalf of the Company, any of its Affiliates or any of the Sellers on or before the Closing in connection with the preparation, negotiation, execution and consummation of this Agreement and the transactions contemplated hereby to the extent, if any, unpaid as of immediately prior to Closing (but calculated assuming consummation of the transactions contemplated hereby such that all Company Transaction Expenses that become payable as a consequence of, or upon, the Closing are included), including: (a) any brokerage, finders’ or other advisory fees, costs, expenses, commissions or similar payments; (b) any fees, costs, disbursements or expenses of counsel, accountants or other advisors or service providers; (c) other than the aggregate Option Cancellation Payments, any fees, costs, expenses of, or payments to be made by, the Company or any of its Subsidiaries related to any transaction or retention bonus, incentive bonus, stay bonus, long-term incentive awards, termination or change-of-control payment, severance or other compensatory payments to be made to any current or former employee, director or other current or former individual service provider of the Company or any of its Subsidiaries, in whole or in part, as a result of or in connection with the execution of this Agreement or the consummation of the transactions contemplated hereby (but excluding, for the avoidance of doubt, any such arrangements that are implemented by Buyer), including Tax “gross up” payments payable with respect to any of the foregoing; (d) the required employer portion of payroll or similar Taxes payable in connection with the Option Cancellation Payments or any Company Transaction Expenses (or an item that would have been a Company Transaction Expense if it had not been paid prior to the Closing); (e) any termination, exit or similar fees and expenses payable to any Seller or any of their respective Affiliates as a result of or in connection with the execution of this Agreement or the consummation of the transactions contemplated hereby pursuant to any advisory, management or other similar Contract with the Company or any of its Subsidiaries; and (f) all other fees and expenses payable by the Company or any of its Subsidiaries in connection any transactions contemplated with other potential acquirors of (or investors in) the Company or any of its Subsidiaries (including in connection with any auction process) or other strategic alternatives pursued by the Company or any of its Subsidiaries (including any public or private offering of securities).

  • Excluded Transactions means:

  • Qualified Receivables Transaction means any transaction or series of transactions that may be entered into by the Borrower or any Subsidiary pursuant to which the Borrower or any Subsidiary may sell, convey or otherwise transfer to a newly-formed Subsidiary or other special-purpose entity, or any other Person, any accounts or notes receivable and rights related thereto.

  • Permitted Receivables Transaction means any transaction or series of transactions entered into by the Company or any of its Subsidiaries in order to monetize or otherwise finance a pool (which may be fixed or revolving) of receivables, leases or other financial assets (including, without limitation, financing contracts) or other transactions evidenced by receivables purchase agreements, including, without limitation, factoring agreements and other similar agreements pursuant to which receivables, leases, other financial assets, and any assets related thereto, are sold at a discount (in each case whether now existing or arising in the future), and which may include a grant of a security interest in any such receivables, leases, other financial assets (whether now existing or arising in the future) of the Company or any of its Subsidiaries, and any assets related thereto, including all collateral securing such receivables, leases, or other financial assets, all contracts and all guarantees or other obligations in respect thereof, proceeds thereof and other assets that are customarily transferred, or in respect of which security interests are customarily granted, in connection with asset securitization transactions involving receivables, leases, or other financial assets or other transactions evidenced by receivables purchase agreements, including, without limitation, factoring agreements and other similar agreements pursuant to which receivables are sold at a discount.

  • Public-finance transaction means a secured transaction in connection with which:

  • Business Transaction means any initial merger, capital stock exchange, asset acquisition, stock purchase, reorganization or other similar business combination with one or more businesses involving the Company.

  • Acquisition Transaction means any transaction or series of transactions involving:

  • Securities Transaction means a purchase of or sale of Securities.

  • Specified Sales means (a) the sale, transfer, lease or other disposition of inventory and materials in the ordinary course of business and (b) the sale, transfer or other disposition of Permitted Investments described in clause (i) of the definition thereof.

  • Acquisition Transactions means the transactions contemplated by the Acquisition Agreement.

  • Qualified Securitization Transaction means any transaction or series of transactions that may be entered into by the Company or any of its Restricted Subsidiaries pursuant to which the Company or any of its Subsidiaries may sell, convey or otherwise transfer to:

  • Retail transaction means the purchase of prepaid wireless telecommunications service from a seller for any purpose other than resale.

  • Company Acquisition Transaction means any transaction or series of transactions involving:

  • Proposed Acquisition Transaction means, with respect to a SpinCo, a transaction or series of transactions (or any agreement, understanding or arrangement, within the meaning of Section 355(e) of the Code and Treasury Regulations Section 1.355-7, or any other Treasury Regulations promulgated thereunder, to enter into a transaction or series of transactions), whether such transaction is supported by the management or shareholders of such SpinCo, is a hostile acquisition, or otherwise, as a result of which such SpinCo would merge or consolidate with any other Person or as a result of which any Person or Persons would (directly or indirectly) acquire, or have the right to acquire, from such SpinCo and/or one or more holders of outstanding shares of Capital Stock of such SpinCo, a number of shares of Capital Stock of such SpinCo that would, when combined with any other changes in ownership of Capital Stock of such SpinCo pertinent for purposes of Section 355(e) of the Code, comprise 45% or more of (a) the value of all outstanding shares of stock of such SpinCo as of the date of such transaction, or in the case of a series of transactions, the date of the last transaction of such series, or (b) the total combined voting power of all outstanding shares of voting stock of such SpinCo as of the date of such transaction, or in the case of a series of transactions, the date of the last transaction of such series. Notwithstanding the foregoing, a Proposed Acquisition Transaction shall not include (i) the adoption by such SpinCo of a shareholder rights plan or (ii) issuances by such SpinCo that satisfy Safe Harbor VIII (relating to acquisitions in connection with a person’s performance of services) or Safe Harbor IX (relating to acquisitions by a retirement plan of an employer) of Treasury Regulations Section 1.355-7(d). For purposes of determining whether a transaction constitutes an indirect acquisition, any recapitalization resulting in a shift of voting power or any redemption of shares of stock shall be treated as an indirect acquisition of shares of stock by the non-exchanging shareholders. This definition and the application thereof is intended to monitor compliance with Section 355(e) of the Code and shall be interpreted accordingly. Any clarification of, or change in, the statute or Treasury Regulations promulgated under Section 355(e) of the Code shall be incorporated into this definition and its interpretation.

  • Bundled transaction means the purchase of 2 or more distinct and identifiable products, except real property and services to real property, where the products are sold for a single nonitemized price. A bundled transaction does not include the sale of any products in which the sales price varies, or is negotiable, based on the selection by the purchaser of the products included in the transaction. As used in this subdivision:

  • Company Transaction means the consummation of