Pre-Closing MGA Agreement definition

Pre-Closing MGA Agreement means the Managing General Agent Agreement, dated as of April 1, 2014, by and between National General Holdings Corp. and Tower Risk Management Corp.
Pre-Closing MGA Agreement means the Managing General Agent Agreement, dated as of April 1, 2014, by and between AmTrust North America, Inc. and Tower Risk Management Corp. "Regulatory Approvals" means all approvals, consents and authorizations of the transactions contemplated by this Agreement required under applicable state insurance or insurance holding company laws, including without limitation all approvals, consents and authorizations required by the New York Department of Financial Services, the Illinois Department of Insurance, the Massachusetts Division of Insurance, the Florida Office of Insurance Regulation, the New Jersey Department of Banking and Insurance, the Maine Bureau of Insurance and any other state insurance regulator whose approval is required to consummate any of the transactions contemplated by this Agreement. "Retrocession Agreement" has the meaning set forth in the Recitals. "SAP" means, with respect to any Tower Company, the applicable statutory accounting principles (or local equivalents in the applicable jurisdiction) prescribed by the applicable Insurance Regulator under Applicable Law. "Stop-Loss Agreement" has the meaning set forth in the Recitals. "Subject Premium" means Gross Written Premium in respect of the Commercial Lines Business written or assumed by AmTrust or its Affiliates in connection with the Transactions (including, without limitation, business written or assumed by AmTrust or its Affiliates pursuant to the Cut-Through Quota Share Agreement and the Pre-Closing MGA Agreement) on or following the Effective Time, including, without limitation, Gross Written Premium in respect of renewals or replacements of policies in respect of the Commercial Lines Business issued on or prior to the Effective Time, and policies in respect of the Commercial Lines Business written by AmTrust or its Affiliates following the Effective Time. "Subsidiary" of any Person means another Person 50% or more of the total combined voting power of all classes of capital stock or other voting interests of which, or 50% or more of the equity securities of which, is owned directly or indirectly by such first Person. "Taxes" means all federal, state, local and foreign taxes of any kind, including those on or measured by or referred to as income, gross receipts, sales, use, ad valorem, franchise, profits, value added, property or windfall profits taxes, or similar fees, assessments or charges of any kind whatsoever (whether payable directly or by withholding and whether or n...
Pre-Closing MGA Agreement means the Managing General Agent Agreement, dated as of April 1, 2014, by and between AmTrust North America, Inc. and Tower Risk Management Corp.

Related to Pre-Closing MGA Agreement

  • Post-Closing Agreement shall have the meaning set forth in Section 8.9.

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

  • Pre-Closing Restructuring has the meaning specified in Section 6.14(a).

  • Pre-Closing Tax Period means any Tax period ending on or before the Closing Date.

  • Pre-Closing Tax Periods means all taxable periods of the Company ending on or before the Closing Date.

  • Target Closing Date means three (3) Business Days following receipt of the Approval and Vesting Order, or such other date as the Parties may agree.

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).

  • First Closing has the meaning set forth in Section 2.1(a).

  • Pre-Closing Straddle Period means the portion of a Straddle Period ending on the Closing Date.

  • Pre-Closing Reorganization has the meaning set forth in the Recitals.

  • Pre-Closing Tax Return has the meaning set forth in Section 7.1(a).

  • Pre-Closing Period means any Tax period ending on or before the Closing Date.

  • Applicable Closing Date Has the meaning specified in Section 5.01(b) of this Trust Supplement.

  • Second Closing has the meaning set forth in Section 2.2.

  • Pre-Closing Taxes means Taxes of the Company for any Pre-Closing Tax Period.

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

  • Acquisition Closing Date means the date on which the Acquisition is consummated.

  • First Closing Date shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

  • Second Closing Date means the date of the Second Closing.

  • Option Closing Date shall have the meaning ascribed to such term in Section 2.2(c).

  • Offer Closing Date has the meaning set forth in Section 1.01(f).

  • Closing Escrow Agreement means the Closing Escrow Agreement, dated as of the date hereof, between the Company, Xxxx Capital Partners, LLC and the escrow agent (the “Escrow Agent”) identified therein, in the form of Exhibit B hereto.

  • Pre-Closing Statement has the meaning set forth in Section 2.4(a).

  • Pre-Closing Taxable Period means any Taxable period ending on or prior to the Closing Date.

  • Third Closing shall have the meaning ascribed to such term in Section 2.1(c).

  • Third Closing Date has the meaning set forth in Section 2.2(c).