Sale Transaction Agreement definition

Sale Transaction Agreement has the meaning set forth in Section 4.5(d).

Examples of Sale Transaction Agreement in a sentence

  • Power Purchase and Sale Transaction Agreement Term Sheet with Westar Energy, Inc.: Due y.

  • In addition, pursuant to the Sale Transaction Documentation, each Purchaser will make all payments on account of any Assumed Liabilities pursuant to and in accordance with such Purchaser’s respective Sale Transaction Agreement, and will pay all Cure Claims, if any, pursuant to sections 365 of 1123 of the Bankruptcy Code and in accordance with each such Purchaser’s Sale Transaction Agreement.

  • The Placement Agents shall have received duly executed copies of the Warrant Agreement, the Sale Transaction Agreement, the SPS Agreement and the Escrow Agreement.

  • For the avoidance of doubt, all other Intercompany Agreements, including each Xxxxxxx Resolution 2018 Sale Transaction Agreement, shall survive the Closing.

  • The purchase prices for the assets provided for in each Sale Transaction Agreement constitute (i) reasonably equivalent value under the Bankruptcy Code and the Uniform Fraudulent Transfer Act, (ii) fair consideration under the Uniform Fraudulent Conveyance Act, and (iii) reasonably equivalent value, fair consideration, and fair value under any other applicable laws of the United States, any state, territory or possession or the District of Columbia.

  • No Purchaser is or shall be deemed, as a result of any action taken in connection with the Sale Transaction, to: (1) be a successor (or other such similarly situated party) to any of the Debtors except as and to the extent set forth in the Sale Transaction Documentation (including with respect to any Assumed Liabilities and permittedEncumbrances under any Sale Transaction Agreement); or (2) have, de facto or otherwise, merged or consolidated with or into any of the Debtors.II.

  • Power Purchase and Sale Transaction Agreement Term Sheet with Westar Energy, Inc.: Due j.

Related to Sale Transaction Agreement

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

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

  • Alternative Acquisition Agreement shall have the meaning set forth in Section 6.5(c).

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

  • Company Acquisition Agreement has the meaning set forth in Section 5.04(a).

  • 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.

  • Restructuring Agreement shall have the meaning set forth in the recitals.

  • Subsequent Transfer Agreement A Subsequent Transfer Agreement substantially in the form of Exhibit P hereto, executed and delivered by the Sellers, the Depositor and the Trustee as provided in Section 2.01(d).

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

  • IDR Transfer Agreement means an agreement to transfer, subject to the terms of Tariff, Part VI, section 237, Incremental Deliverability Rights to a party for the purpose of eliminating or reducing the need for Local or Network Upgrades that would otherwise have been the responsibility of the party receiving such rights. Immediate-need Reliability Project: “Immediate-need Reliability Project” shall have the same meaning provided in the Operating Agreement.

  • 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.

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

  • Put Option Agreement has the meaning set forth in the recitals.

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

  • Collateral Acquisition Agreements means each of the agreements entered into by the Issuer in relation to the purchase by the Issuer of Collateral Debt Obligations from time to time.

  • Master Settlement Agreement means the settlement agreement and related documents entered into on November 23, 1998, by the state and leading United States tobacco product manufacturers.

  • Definitive Acquisition Agreement means any definitive written agreement entered into by the Company that is conditioned on the approval by the holders of not less than a majority of the outstanding shares of Common Stock at a meeting of the stockholders of the Company with respect to (i) a merger, consolidation, recapitalization, reorganization, share exchange, business combination or similar transaction involving the Company or (ii) the acquisition in any manner, directly or indirectly, of more than 50% of the consolidated total assets (including, without limitation, equity securities of its subsidiaries) of the Company and its Subsidiaries.

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

  • Combination Agreement has the meaning set forth in the Recitals.

  • Business Combination Agreement shall have the meaning given in the Recitals hereto.

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

  • Termination Agreement has the meaning set forth in the Recitals.

  • Equity Contribution Agreement means the Equity Contribution Agreement, to be dated as of the Closing Date, by and among Guarantor, Borrower and Administrative Agent.

  • Formation Agreement has the meaning attributed to it in Recital A;

  • Contribution Agreement means that certain Contribution and Conveyance Agreement, dated as of the Closing Date, among the General Partner, the Partnership, the Operating Partnership and certain other parties, together with the additional conveyance documents and instruments contemplated or referenced thereunder, as such may be amended, supplemented or restated from time to time.

  • 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;