Original Asset Purchase Agreement definition

Original Asset Purchase Agreement has the meaning set forth in the preamble of this Agreement.
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Original Asset Purchase Agreement has the meaning set forth in the recitals.
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Original Asset Purchase Agreement has the meaning set forth in the recitals above.
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Examples of Original Asset Purchase Agreement in a sentence

  • Except as otherwise expressly amended by this Amendment, the Original Asset Purchase Agreement shall remain in full force and effect as so amended in accordance with its terms and conditions and does not prejudice any accrued rights or obligations which the parties to the Original Asset Purchase Agreement have under that agreement.

  • The amendment set forth in this Amendment shall be deemed to be incorporated in, and made a part of, the Original Asset Purchase Agreement, and the Original Asset Purchase Agreement and this Amendment shall be read, taken and construed as one and the same agreement (including with respect to the provisions set forth in Article 18 of the Original Asset Purchase Agreement, which shall, as applicable, be deemed to apply to this Amendment (including with respect to the governing law)).

  • For the avoidance of doubt, the Company shall continue to be bound by the Company Agreements and neither the Sellers nor any of the Released Parties has or shall have any further obligation or liability under the Original Asset Purchase Agreement or any Company Agreement.

  • The following new definitions shall be inserted into the Section 1 of the Original Asset Purchase Agreement in their correct alphabetical order: “Designated Products” means all Products other than Purgative Products.

  • Since the date of the Original Asset Purchase Agreement, the Marcus Entities have determined that some of the real estate underlying several of the Baymont Hotels was owned by Affiliates of the Marcus Entities and other such real estate was titled in the name of partnerships that have been dissolved prior to the date hereof, including Xxxxxx-Xxxxxxxx Partnership.

  • The Commission concluded that the record was not sufficient to evaluate such arguments and that they could be better addressed at the compliance stage.286 The Commission stated in Order No. 1000-A that “a public utility transmission provider that considers its contract to be protected by a Mobile-Sierra provision may present its arguments as part of its compliance filing.”287125.

  • The parties hereto acknowledge that (a) Xxxxxx-Xxxxxxxx Partnership erroneously executed the Original Asset Purchase Agreement and (b) each of Woodfield Refreshments of Colorado, Inc., Woodfield Refreshments of Ohio, Inc.

  • Upon the closing on the Sale of Real Estate, this Note shall be deemed to be null and void as to all payments which are scheduled to come due a f t e r t h e d a t e o f s a i d c l o s i n g .The Promissory Note also states that it is secured by an irrevocable guaranty of Paducah Ford, a limited guaranty of Larry Stovesand, and a security agreement.The Original Asset Purchase Agreement also includes the following provision: Entire Agreement.

  • Except as set forth in this Amendment, all terms, provisions, agreements and conditions set forth in the Original Asset Purchase Agreement shall remain in full force and effect and enforceable by the Parties in accordance with their terms.

  • Individuals who violate the Sexual Violence Policy are subject to disciplinaryand/or corrective action, up to and including termination of employment ofinstructors or staff or expulsion of a student.


More Definitions of Original Asset Purchase Agreement

Original Asset Purchase Agreement has the meaning set forth in the Recitals and is included as Annex A to the Perrigo Disclosure Schedule.
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Original Asset Purchase Agreement means that certain Asset Purchase Agreement dated as of the Original Closing Date, by and between Company, as Purchaser, and the Seller, whereby the Seller agreed to sell and Company agreed to purchase Eligible Receivables from time to time.
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Original Asset Purchase Agreement means the Asset Purchase Agreement dated as of December 21, 2000 between and among MSA, ONCM, and National Gold Corporation (as amended by the Amendment to Asset Purchase Agreement dated March 23, 2001 and the Second Amendment Agreement dated August 21, 2001). (h) “Products” means ores, minerals, or other commercially valuable products, except any fraction thereof comprising or deemed to comprise Gold and Silver Products, mined from the Property. (i) “Property” means the property covered by the mining concessions listed in Exhibit A to this RTE Agreement, which is incorporated by reference, and including renewals and restaking of the area encompassed by those mining concessions. (j) “RTE” means the royalty for technical expertise as a result of MSA providing geological and technical information on the Mulatos Project to ONCM, now MON, created by the Original RTE Agreement, as amended by the Amended RTE Agreement, and as restated in this RTE Agreement. (k) “Silver Price” means the price per ounce equal to the average London Bullion Market Association daily silver price fix as published in The Wall Street Journal for the calendar quarter in which the royalty is payable. 1.3 For the purposes of determining Net Smelter Returns, all receipts and disbursements in currency other than United States currency shall be converted into United States currency on the day of receipt or disbursement, as the case may be. vendidos, un monto equivalente a su valor de xxxxxxx xxxxxx a bordo (f.o.b), la planta que lo produce (monto que se considerará recibido por MON)), menos las Deducciones Permisibles. (g) “Contrato de Compra de Activos Original” significa el Contrato de Compra de Activos de fecha 21 de diciembre de 2000 entre MSA, ONCM y National Gold Corporation (modificado por la Modificación al Contrato de Compra de Xxxxxxx xx xxxxx 00 xx xxxxx xx 0000 y el Segundo Convenio Xxxxxxxxxxxxx xx xxxxx 00 xx xxxxxx xx 2001). (h) “Productos” significa menas, minerales u otros productos comercialmente valiosos, excepto cualquier fracción del mismo que xxxxxx o se considera que xxxxxx los Productos de Oro y Plata, que se obtienen de la mina de la Propiedad. (i) “Propiedad” significa la propiedad cubierta por las concesiones mineras mencionadas en el Anexo A de este Contrato de RTE, incorporado por referencia, y que incluye las renovaciones y relevantamiento del área que xxxxxx esas concesiones mineras. (j) “RTE” significa la regalía por experiencia técnica como resultado de que MS...
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Related to Original Asset Purchase Agreement

  • Asset Purchase Agreement has the meaning set forth in the Recitals.

  • Unit Purchase Agreement means the Common Unit and Class B Unit Purchase Agreement, dated as of December 1, 2006, among the Partnership and the purchasers named therein.

  • Receivables Purchase Agreement means the receivables purchase agreement, dated as of the Closing Date, between AHFC and the Seller, as amended or supplemented from time to time.

  • Loan Purchase Agreement The Loan Purchase Agreement described in the Recitals to this Agreement, which Loan Purchase Agreement incorporates the terms of the Aurora Loan Services Seller Guide, as the same may be amended from time to time.

  • Master Repurchase Agreement means the Master Repurchase Agreement of even date herewith between the Trust and Bear, Xxxxxxx & Co. Inc. as it may from time to time be amended.

  • Additional Purchase Agreement means each Additional Purchase Agreement (including the related Additional Xxxx of Sale, the related Blanket Endorsement and any attachments thereto), substantially in the form of Attachment C hereto (of which these Master Terms form a part by reference, provided that in the event of a substitution, the form will be modified accordingly), to be executed by SLM ECFC, Funding and the Interim Eligible Lender Trustee for the benefit of Funding, which certifies that the representations and warranties made by SLM ECFC as set forth in Sections 5(A) and (B) of these Master Terms are true and correct as of the related Purchase Date.

  • Original Purchase Agreement has the meaning set forth in the recitals to this Agreement.

  • hire-purchase agreement means an agreement, other than a conditional sale agreement, under which—

  • Purchase Agreement shall have the meaning set forth in the preamble.

  • Sale and Purchase Agreement means the sale and purchase agreement entered into or to be entered into on the date of this Agreement between the Investor and the Company in the agreed form;

  • Reverse Repurchase Agreement means an agreement pursuant to which the Fund sells Securities and agrees to repurchase such Securities at a described or specified date and price.

  • Asset Transfer Agreement means the asset transfer agreement dated September 12, 2014 between Centurion Real Estate Opportunities Trust and Centurion Apartment REIT pursuant to which Centurion Apartment REIT seeded the initial portfolio of Centurion Real Estate Opportunities Trust.

  • Stock Purchase Agreement means the agreement between the Company and a Purchaser who acquires Shares under the Plan that contains the terms, conditions and restrictions pertaining to the acquisition of such Shares.

  • Note Purchase Agreement means the Note Purchase Agreement, dated as of the Issuance Date, among the Company, the Subordination Agent, the Escrow Agent, the Paying Agent, and the Pass Through Trustee under each Pass Through Trust Agreement providing for, among other things, the issuance and sale of certain equipment notes, as the same may be amended, supplemented or otherwise modified from time to time in accordance with its terms.

  • Equity Purchase Agreement is defined in the recitals to this Agreement.

  • Aircraft Purchase Agreement Has the meaning specified in the NPA.

  • Purchase Agreement Assignment means that certain Purchase Agreement Assignment [NW 1997 J], dated as of March 18, 1998, between Lessee and Lessor, as the same may be amended, supplemented or modified from time to time, with a form of Consent and Agreement to be executed by the Manufacturer attached thereto.

  • Synthetic Purchase Agreement means any swap, derivative or other agreement or combination of agreements pursuant to which Holdings, the Borrower or any Subsidiary is or may become obligated to make (a) any payment in connection with a purchase by any third party from a person other than Holdings, the Borrower or any Subsidiary of any Equity Interest or Restricted Indebtedness or (b) any payment (other than on account of a permitted purchase by it of any Equity Interest or Restricted Indebtedness) the amount of which is determined by reference to the price or value at any time of any Equity Interest or Restricted Indebtedness; provided that no phantom stock or similar plan providing for payments only to current or former directors, officers or employees of Holdings, the Borrower or the Subsidiaries (or to their heirs or estates) shall be deemed to be a Synthetic Purchase Agreement.

  • Sale Agreement means the Sale Agreement Master Securitization Terms Number 1000, dated as of November 14, 2013, among SLM Funding LLC, as Seller, SLM Student Loan Trust 2013-6, as Purchaser, and Deutsche Bank Trust Company Americas, as Interim Eligible Lender Trustee and as Eligible Lender Trustee.

  • Mortgage Loan Purchase Agreement The agreement between the Seller and the Depositor, regarding the transfer of the Mortgage Loans by the Seller to or at the direction of the Depositor, substantially in the form of Exhibit D annexed hereto.

  • Series B Purchase Agreement means that certain Series B Preferred Stock Purchase Agreement, dated as of November 10, 2015, as amended and supplemented to date, by and among the Company and the investors signatory thereto.

  • Securities Purchase Agreement shall have the meaning set forth in the recitals hereto.

  • Subsequent Mortgage Loan Purchase Agreement The agreement between the Depositor and the Seller regarding the transfer of the Subsequent Mortgage Loans by the Seller to the Depositor.

  • Repurchase Agreement means a simultaneous agreement to buy, hold for a specified time, and sell back at a future date obligations, described by Government Code 2256.009(a)(1) (obligations of gov- ernmental entities) or 2256.013 (commercial paper) or if applicable, 2256.0204 (corporate bonds), at a market value at the time the funds are disbursed of not less than the principal amount of the funds disbursed. The term includes a direct security repurchase agreement and a reverse security repurchase agreement. Gov’t Code 2256.011(b)

  • Lease-purchase agreement means an agreement for the use of personal property by an individual for personal, family or household purposes, for an initial period of four months or less, that is automatically renewable with each payment after the ini- tial period, but does not obligate or require the consumer to continue leasing or using the property beyond the initial period, and that permits the consumer to become the owner of the property.

  • Series A Purchase Agreement means the Series A Preferred Unit Purchase Agreement, dated as of June 20, 2017, by and among the Partnership and the Series A Purchasers thereunder, as may be amended from time to time.