Representative Confirmation Letters definition

Representative Confirmation Letters means written confirmations, in a form reasonably satisfactory to Acquiror, from those Representatives of Target identified by Acquiror as to all amounts paid, owed and to be owed by Target with respect to services performed by them through the Closing Date (or following the Closing Date) with respect to the transactions contemplated by the Agreement that constitute Transaction Expenses.
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Representative Confirmation Letters means written confirmations, in a form reasonably satisfactory to Buyer, from those Representatives of the Company identified by Buyer as to all amounts paid, owed and to be owed by the Company with respect to services performed by them through the Closing Date (or following the Closing Date at the pre-Closing direction of the Company or the Shareholders) with respect to the transactions contemplated by the Agreement that constitute Transaction Expenses.
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Representative Confirmation Letters means written confirmations, in a form reasonably satisfactory to Parent, from those Representatives of the Company identified by Parent as to all amounts paid, owed and to be owed by the Company with respect to services performed by them through the Closing Date (or following the Closing Date at the pre-Closing direction of the Company or the Company Shareholders) with respect to the transactions contemplated by the Agreement that constitute Transaction Expenses.
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Examples of Representative Confirmation Letters in a sentence

  • Acquiror shall have received the Payment Schedule, accompanied by the Representative Confirmation Letters.

  • At the Closing, Acquiror (on behalf of Target) shall pay (in cash by wire transfer of immediately available funds to an account specified by the applicable Transaction Service Provider prior to Closing) to the Transaction Service Providers all Transaction Expenses due and owing to such Transaction Service Provider as identified in the Representative Confirmation Letters delivered to Acquiror.

  • On the Closing Date, Buyer shall pay, or cause to be paid, the Transaction Expenses as set forth in the final Representative Confirmation Letters provided by the Company to Buyer in accordance with Section 2.3 hereof.

  • On the Closing Date, Purchaser shall pay (or cause to be paid) the Transaction Expenses as set forth in the Payment Schedule and the final Representative Confirmation Letters provided by the Company to Purchaser in accordance with Section 2.3 hereof.

  • Acquiror shall have received the Closing Payment Schedule and the Representative Confirmation Letters.

  • On the Closing Date, Acquiror shall pay, or cause to be paid, the Transaction Expenses as set forth in the final Representative Confirmation Letters provided by the Company to Acquiror in accordance with Section 2.6(h) hereof.


More Definitions of Representative Confirmation Letters

Representative Confirmation Letters means written confirmations and invoices, in a form reasonably satisfactory to Purchaser, from those Representatives of the Company identified by Purchaser as to all unpaid amounts owed by the Company with respect to services performed by them through the Closing Date (or at the pre-Closing direction of the Shareholders or the Company, following the Closing Date) with respect to the transactions contemplated by the Agreement that constitute outstanding Transaction Expenses. “Representatives” means with respect to a Person, any such Person’s officers, directors, partners, trustees, executors, employees, agents, attorneys, accountants and advisors. “Required Contract Consent” has the meaning set forth in Section 3.2(c). “Restricted Consideration” means the portion of the Transaction Consideration payable to the Vesting Shareholder that is subject to the Transaction Consideration Vesting Agreement. “Returns” has the meaning set forth in Section 3.21(b). “Section 338(h)(10) Election” has the meaning set forth in Section 7.10(f). “Section 1542” has the meaning set forth in Section 7.11(k).
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Representative Confirmation Letters means written confirmations, in substantially the form agreed to by Acquiror and Target, from the Transaction Service Providers.
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Representative Confirmation Letters means written confirmations, in a form reasonably satisfactory to Acquiror, from those Representatives of the Company identified by Acquiror as to all amounts paid, owed and to be owed by the Company with respect to services performed by them through the Closing Date (or following the Closing Date at the pre-Closing direction of the Company or the Effective Time Holders) with respect to the transactions contemplated by the Agreement that constitute Transaction Expenses. “Representative Losses” has the meaning set forth in Section 9.4(b) “Representatives” means officers, directors, partners, trustees, executors, employees, agents, attorneys, accountants and advisors. “Required Stockholders” has the meaning set forth in Recital G. “Resale Shelf” has the meaning set forth in Section 6.17(a). “Residual Shares” has the meaning set forth in Section 2.6(b)(i)(D). “Restated Certificate” has the meaning set forth in Section 3.1. “Restricted Benefits” has the meaning set forth in Section 3.28(a)(iv). “Returns” has the meaning set forth in Section 3.21(a). “Rollover Option” has the meaning set forth in Section 2.6(b)(i)(B). “SEC” means the Securities and Exchange Commission. “Section 280G” has the meaning set forth in Section 6.14. “Section 280G Payments” has the meaning set forth in Section 6.14. “Securities Act” means the Securities Act of 1933, as amended. “Securityholders’ Agent” has the meaning set forth in the introductory paragraph. “Solicitation Statement” has the meaning set forth in Section 6.1(a). “Specified Options” has the meaning set forth in Section 6.8(g). “Stockholder” means any holder of Company Capital Stock. “Stockholder Support Agreement” has the meaning set forth in Recital G. “Straddle Period” has the meaning set forth in Section 6.12(a).
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Related to Representative Confirmation Letters

  • Confirmation Letter means a letter issued by any applicable Rating Agency to the effect that neither (a) the resignation of Provident as Servicer under the Servicing Agreement and appointment of Litton as successor Servicer thereunder, nor (b) the amendments exxxxxxated by this Agreement, will adversely affect the then current ratings on the Certificates then being rated.

  • Instruction Letter means written instructions in a form acceptable to NCPS and executed by Issuer Party with Issuer Party directing NCPS to promptly disburse the Escrow Funds to Issuer pursuant to Section 4(a).

  • Representation Letter Letters to, or agreements with, the Depository to effectuate a book entry system with respect to the Class A Certificates registered in the Register under the nominee name of the Depository.

  • Representation Letters means the statements of facts and representations, officer’s certificates, representation letters and any other materials (including, without limitation, a Ruling Request and any related supplemental submissions to the IRS or other Tax Authority) delivered by EQT, SpinCo or any of their respective Affiliates or representatives in connection with the rendering by Tax Advisors, and/or the issuance by the IRS or other Tax Authority, of the Tax Opinions/Rulings.

  • Designation Letter has the meaning specified in Section 2.17(a).

  • Investment Representation Letter As defined in Section 5.02(b).

  • Termination Letter has the meaning specified in Section 2.17(b).

  • Authorization Letter means a letter agreement executed by Borrower in the form of EXHIBIT A.

  • Resignation Letter means a letter substantially in the form set out in Schedule 7 (Form of Resignation Letter).

  • Transaction Confirmation means a document, similar to the form of Exhibit A, setting forth the terms of a transaction formed pursuant to Section 1 for a particular Delivery Period.

  • Tax Confirmation means a confirmation by a Lender that the person beneficially entitled to interest payable to that Lender in respect of an advance under a Finance Document is either:

  • Accession Letter means a document substantially in the form set out in Schedule 6 (Form of Accession Letter).

  • DTC Representation Letter means the Blanket Letter of Representation from the Issuer and the Paying Agent to DTC which provides for a book-entry system, or any agreement between the Issuer and Paying Agent and a successor securities depository duly appointed.

  • Tax Representation Letters has the meaning assigned in Section 5.16(a).

  • Tax Certification Forms means any forms or other documentation as may be issued or required by a Tax Authority or by the Bank from time to time to confirm the tax status of the Customer or of a Connected Person.

  • Non-Bank Tax Certificate shall have the meaning provided in Section 5.4(e)(ii)(B)(3).

  • Account Designation Letter means a letter from the Borrower to the Administrative Agent, duly completed and signed by an Authorized Officer of the Borrower and in form and substance reasonably satisfactory to the Administrative Agent, listing any one or more accounts to which the Borrower may from time to time request the Administrative Agent to forward the proceeds of any Loans made hereunder.

  • Confirmation Notice means a notice provided by the Issuer to an Investor in accordance with clause 1.3(c) of the Terms;

  • Additional Disclosure Notification The form of notification to be included with any Additional Form 10-D Disclosure, Additional Form 10-K Disclosure or Form 8-K Disclosure Information which is attached to this Agreement as Exhibit W.

  • UCC Filing Authorization Letter means a letter duly executed by each Loan Party authorizing the Agent to file appropriate financing statements on Form UCC-1 without the signature of such Loan Party in such office or offices as may be necessary or, in the opinion of the Agent, desirable to perfect the security interests purported to be created by each Security Agreement, each Pledge Agreement and each Mortgage.

  • Lead Securitization Note Holder Representative means the “Directing Certificateholder” or equivalent Person under the Lead Securitization Servicing Agreement.

  • Non-Lead Securitization Note Holder Representative means the “Directing Certificateholder” or equivalent Person under the Non-Lead Securitization Servicing Agreement.

  • Mandate Letter has the meaning ascribed to it in the Memorandum of Understanding between MOHLTC and the LHIN, and means a letter from the Minister to the LHIN establishing priorities in accordance with the Premier’s mandate letter to the Minister.

  • Tax Certificate means the Federal Tax Certificate executed and delivered by the City on the Date of Original Issue of any Bond issued as a Tax-Exempt Bond, as the same may be amended or supplemented in accordance with its provisions.

  • Non-Lead Securitization Noteholder Representative shall have the meaning assigned to such term in the definition of “Non-Lead Securitization Noteholder”.

  • Transferee Letter Defined in Section 13.16.