Platform Closing Related Agreements definition

Platform Closing Related Agreements means the Platform Xxxx of Sale, the Platform Assignment and Assumption Agreement, the Transitional Services Agreement, the Subservicing Agreement (Multi-Transaction), the Servicing Agreement (Whole Loans), the Lease or Sublease, as the case may be, and all documents and instruments executed and delivered in connection with any of them.
Sample 1

Examples of Platform Closing Related Agreements in a sentence

  • No Seller nor any of such Seller’s Affiliates is, or immediately after giving effect to the transactions contemplated by this Agreement and the Platform Closing Related Agreements (including, but not limited to, the purchase and sale of the Collections Platform Assets) will be, “insolvent” within the meaning of section 101(32) of title 11 of the United States Code or any applicable state fraudulent conveyance or transfer Law or otherwise generally unable to meet its financial obligations as they mature.

  • There shall have been received all consents and approvals necessary to permit the consummation of the Platform Closing pursuant to the terms of this Agreement, and the entry into the Platform Closing Related Agreements, including, without limitation, the Seller Platform Material Consents.

  • Each Seller shall have performed, complied with or fulfilled in all material respects all covenants, agreements, obligations and conditions required by this Agreement and each of the Platform Closing Related Agreements to which such Seller is a party, in each case to be performed, complied with or fulfilled by such Seller on or prior to the Platform Closing Date, and Purchaser shall have received a certificate to that effect from Sellers dated as of the Platform Closing Date.

  • In entering into this Agreement and the Platform Closing Related Agreements and consummating the transactions contemplated herein and therein, no Seller is intending to hinder, delay or defraud any present or future creditor of such Seller.

  • Neither Seller shall be subject to any injunction, preliminary restraining order or other similar decree of a court of competent jurisdiction prohibiting the consummation of the transactions contemplated by this Agreement or any of the Platform Closing Related Agreements.

  • There shall not be any preliminary or permanent injunction or other order issued by any Governmental Entity that declares this Agreement or any of the Platform Closing Related Agreements invalid or unenforceable in any respect or prevents or attempts to prevent the consummation of the transactions contemplated hereby or thereby.

  • There shall be no preliminary or permanent injunction or other order issued by any Governmental Entity which declares this Agreement or any of the Platform Closing Related Agreements invalid or unenforceable in any respect or prevents or attempts to prevent the consummation of the transactions contemplated hereby or thereby.

  • Purchaser shall not be subject to any injunction, preliminary restraining order or other similar decree of a court of competent jurisdiction prohibiting the consummation of the transactions contemplated by this Agreement or any of the Platform Closing Related Agreements.

  • The execution, delivery and performance by each Seller of this Agreement and the execution, delivery and performance by each Seller on the Platform Closing Date of any and all Platform Closing Related Agreements to which such Seller is a party has been authorized by all necessary corporate action on the part of such Seller.

  • This Agreement, each of the Platform Closing Related Agreements and each of the transactions contemplated hereby and thereby has been approved by the Board of Directors of each Seller, which approval has been reflected in the minutes of the Board of Directors of each Seller.

Related to Platform Closing Related Agreements

  • Seller Ancillary Agreements means all agreements, instruments and documents being or to be executed and delivered by Seller under this Agreement or in connection herewith.

  • Acquisition Agreements means the Nexstar Acquisition Agreement and the Mission Acquisition Agreement, and “Acquisition Agreement” means the applicable agreement in the context used.

  • Buyer Ancillary Agreements means all agreements, instruments and documents being or to be executed and delivered by Buyer under this Agreement or in connection herewith.

  • Seller Ancillary Documents means all agreements, instruments and documents being or to be executed and delivered by Seller or any of its Affiliates under this Agreement or in connection herewith.

  • Transaction Agreement has the meaning set forth in the recitals.

  • Related Agreements shall have the meaning specified in the recitals to the Administration Agreement.

  • Excluded Agreements means (i) the Warrant Agreement; and (ii) any stock purchase agreement, options, or other warrants to acquire, or agreements governing the rights of, any capital stock or other equity security, or any common stock, preferred stock, or equity security issued to or purchased by Us or Our nominee or assignee.

  • Equity Line Transaction Documents means this Agreement and the Registration Rights Agreement.

  • Related Agreement means any Contract which is or is to be entered into at the Closing or otherwise pursuant to this Agreement. The Related Agreements executed by a specified Person shall be referred to as "such Person's Related Agreements," "its Related Agreements" or another similar expression.

  • Transactional Agreements means:

  • Specified Acquisition Agreement Representations means such of the representations and warranties made by, or with respect to, the Company and its Subsidiaries in the Acquisition Agreement as are material to the interests of the Lenders, but only to the extent that the Borrower or its Affiliates has the right to terminate its (or their) obligations under the Acquisition Agreement, or decline to consummate the Acquisition in accordance with the terms of the Acquisition Agreement, as a result of a breach of such representations and warranties.

  • Acquisition Agreement means a letter of intent, agreement in principle, merger agreement, acquisition agreement, option agreement or other similar agreement.

  • Ancillary Agreements means all agreements, certificates and other instruments delivered or given pursuant to this Agreement.

  • Ancillary Documents means each agreement, instrument or document attached hereto as an Exhibit, and the other agreements, certificates and instruments to be executed or delivered by any of the Parties hereto in connection with or pursuant to this Agreement.

  • Acquisition Agreement Representations means such of the representations made by or on behalf of the Target in the Acquisition Agreement as are material to the interests of the Lenders, but only to the extent that the accuracy of any such representation is a condition to the obligations of Holdings or an Affiliate thereof to close under the Acquisition Agreement or Holdings (or an Affiliate thereof) has the right to terminate its obligations under the Acquisition Agreement as a result of a breach of such representations in the Acquisition Agreement.

  • Closing Transactions has the meaning set forth in Section 11.8(a)(i) of these Bylaws.

  • Company Ancillary Agreements means all agreements, instruments and documents being or to be executed and delivered by the Company under this Agreement or in connection herewith.

  • Master Transaction Agreement has the meaning set forth in the recitals.

  • Financial Closure or Project Financing Arrangements means the agreements pursuant to which the SPG has sought financing for the Power Project including the loan agreements, security documents, notes, indentures, security agreements, letters of credit and other documents, as may be amended, modified, or replaced from time to time, but without in anyway increasing the liabilities of JDVVNL.

  • Seller’s Closing Documents as defined in Section 3.2(a).

  • Related Transactions Documents means the Loan Documents and all other agreements or instruments executed in connection with the Related Transactions.

  • Post Closing Letter is that certain Post Closing Letter dated as of the Effective Date by and between Collateral Agent and Borrower.

  • Seller Agreements means the Sale and Servicing Agreement, the Purchase Agreement, the Trust Agreement, [the Insurance Agreement, the Indemnification Agreement] and this Agreement. The Notes are being purchased by the Underwriters named in Schedule 1 hereto, and the Underwriters are purchasing, severally, only the Notes set forth opposite their names in Schedule 1, except that the amounts purchased by the Underwriters may change in accordance with Section 10 of this Agreement. [Name of representative of underwriters] is acting as representative of the Underwriters and in such capacity, is hereinafter referred to as the "Representative." The offering of the Notes will be made by the Underwriters and the Companies understand that the Underwriters propose to make a public offering of the Notes for settlement on _____________, 20__ as the Underwriters deem advisable. The Certificate will be retained by the Seller. Defined terms used herein shall have their respective meanings as set forth in the Sale and Servicing Agreement.

  • Transaction Agreements means the Securities Purchase Agreement, the Debentures, the Joint Escrow Instructions, the Security Agreement, the Registration Rights Agreement, and the Warrants and includes all ancillary documents referred to in those agreements.

  • Assumed Agreements shall have the meaning as set forth in Section 2.2.

  • Specified Agreements means agreements relating to the following matters, namely: