Self-Management Transactions definition

Self-Management Transactions has the meaning set forth in the Recitals.
Self-Management Transactions means, collectively, the waiver of certain non-solicitation and non-hire provisions, the purchase and sale of the Transferred Assets and the other transactions contemplated by Article VI.

Examples of Self-Management Transactions in a sentence

  • The allocated general and administrative expenses relate to certain corporate and shared functions and include Inland American’s expenses, such as legal and other professional fees related to Inland American’s Self-Management Transactions, transaction readiness, and other legal costs.

  • The execution and delivery by American of this Agreement and the Ancillary Agreements, and the consummation of the Remaining Self-Management Transactions, has been duly authorized by all necessary corporate action and no other proceedings are necessary to authorize the execution and delivery of this Agreement and the Ancillary Agreements.

  • Each Transferor is a limited liability company validly existing and in good standing under the Laws of the state of Delaware and has the requisite limited liability company power to carry on its business as it is now being conducted, except where the failure to have such power and authority would not reasonably be expected to have a material adverse impact on such Transferor’s business or its ability to consummate the Remaining Self-Management Transactions and Remaining Self-Management Agreements.

  • The execution and delivery by American of this Agreement and the Ancillary Agreements, and the consummation of the Self-Management Transactions, has been duly authorized by all necessary corporate action and no other proceedings are necessary to authorize the execution and delivery of this Agreement and the Ancillary Agreements.

  • There are no Claims pending or, to the Knowledge of any Inland Party, threatened against any Inland Party which would impair the ability of the Inland Parties to consummate the Self-Management Transactions.

  • The Parties shall use their commercially reasonable efforts to do and perform or cause to be done and performed all such further acts and things and shall execute and deliver all such other agreements, certificates, instruments or documents as any other Party may reasonably request in order to carry out the intent and purposes of the Remaining Self-Management Agreements and the consummation of the Remaining Self-Management Transactions.

  • Without the consent of American or the Inland Parties, as applicable, neither Party shall take any voluntary action or actions, or fail to take any action or actions, in each case, for the purpose of avoiding or seeking to avoid the observance or performance of any of the terms to be observed or performed under this Agreement or any Ancillary Agreement with respect to the Self-Management Transactions, including the consummation thereof.

  • The Parties shall consult with each other prior to issuing any press release or making any other public statement with respect to this Agreement or the Remaining Self-Management Transactions, and shall not issue any such press release or public statement prior to review and approval (such approval not to be unreasonably withheld or delayed) by American and Holdco (for and on behalf of the Transferors), as the case may be.

  • No Inland Party has employed any broker, finder or other intermediary on behalf of itself or American in connection with the Self-Management Transactions.

  • Upon the consummation of the Self-Management Transactions (as defined in the Master Modification Agreement), this Agreement shall be assigned by Manager to the Company (or its designee) as contemplated by the Master Modification Agreement, upon the terms and subject to the conditions set forth therein.

Related to Self-Management Transactions

  • Replacement Transaction means, with respect to any Terminated Transaction or group of Terminated Transactions, a transaction or group of transactions that (i) would have the effect of preserving for Party B the economic equivalent of any payment or delivery (whether the underlying obligation was absolute or contingent and assuming the satisfaction of each applicable condition precedent) by the parties under Section 2(a)(i) in respect of such Terminated Transaction or group of Terminated Transactions that would, but for the occurrence of the relevant Early Termination Date, have been required after that Date, and (ii) has terms which are substantially the same as this Agreement, including, without limitation, rating triggers, Regulation AB compliance, and credit support documentation, save for the exclusion of provisions relating to Transactions that are not Terminated Transaction, as determined by Party B in its sole discretion, acting in a commercially reasonable manner.

  • Rate Management Transaction means any transaction (including an agreement with respect thereto) now existing or hereafter entered into between the Borrower and any Lender or Affiliate thereof which is a rate swap, basis swap, forward rate transaction, commodity swap, commodity option, equity or equity index swap, equity or equity index option, bond option, interest rate option, foreign exchange transaction, cap transaction, floor transaction, collar transaction, forward transaction, currency swap transaction, cross-currency rate swap transaction, currency option or any other similar transaction (including any option with respect to any of these transactions) or any combination thereof, whether linked to one or more interest rates, foreign currencies, commodity prices, equity prices or other financial measures.

  • Co-Investment Transaction means any transaction in which a Regulated Fund (or its Wholly-Owned Investment Sub (defined below)) participated together with one or more Affiliated Funds and/or one or more other Regulated Funds in reliance on the Order.

  • Restricted Payment Transaction means any Restricted Payment permitted pursuant to Section 409, any Permitted Payment, any Permitted Investment, or any transaction specifically excluded from the definition of the term “Restricted Payment” (including pursuant to the exception contained in clause (i) and the parenthetical exclusions contained in clauses (ii) and (iii) of such definition).

  • Payment Transaction means an act, initiated by the payer or on his behalf or by the payee, of placing, transferring or withdrawing funds, irrespective of any underlying obligations between the payer and the payee;

  • Related Transactions means the initial borrowing under the Revolving Loan on the Closing Date, the Refinancing, the payment of all fees, costs and expenses associated with all of the foregoing and the execution and delivery of all of the Related Transactions Documents.

  • SPAC Transaction means a transaction or series of related transactions by merger, consolidation, share exchange or otherwise of the Company with a publicly traded “special purpose acquisition company” or its subsidiary (collectively, a “SPAC”), immediately following the consummation of which the common stock or share capital of the SPAC or its successor entity is listed on the Nasdaq Stock Market, the New York Stock Exchange or another exchange or marketplace approved by the Board of Directors, including a majority of the Preferred Directors.

  • M&A Transaction means (i) the consolidation of the Company with, or a merger with or into, any third party, following which the Company’s stockholders immediately prior to such transaction, will own less than 50.1% of the surviving entity or the Company, as applicable, immediately following such transaction, or (ii) an acquisition or other transfer of all or substantially all of the Company’s securities or assets.

  • Restructuring Transactions means the transactions described in Article IV.B of the Plan.

  • Relevant Transaction has the meaning specified in Section 2.05(b)(ii).

  • Acquisition Transactions means the transactions contemplated by the Acquisition Agreement.

  • Factoring Transaction means any transaction or series of transactions that may be entered into by the Borrower or any Subsidiary pursuant to which the Borrower or such Subsidiary may sell, convey, assign or otherwise transfer (or purport to sell, convey, assign or otherwise transfer) Securitization Assets (which may include a grant of security interest in such Securitization Assets so sold, conveyed, assigned or otherwise transferred or purported to be so sold, conveyed, assigned or otherwise transferred) to any Person.

  • Subsequent Transaction has the meaning set forth in Section 1.08.

  • Significant Transaction means a transaction which meets any one of the tests below:

  • Formation Transactions means the transactions contemplated by this Agreement and the other Formation Transaction Documentation.

  • Exempt Transactions means the transactions described in the section hereof titled “Exempt Transactions.”

  • Financing Transactions means the execution, delivery and performance by each Loan Party of the Loan Documents to which it is to be a party, the borrowing of Loans, the use of the proceeds thereof and the issuance of Letters of Credit hereunder.

  • Restructuring Transaction means a tax free distribution under section 355 of the internal revenue code and includes tax free transactions under section 355 of the internal revenue code that are commonly referred to as spin offs, split ups, split offs, or type D reorganizations.

  • Permitted Transactions has the meaning set forth in Section 13(B).

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

  • Excluded Transactions means:

  • Company Acquisition Transaction means any transaction or series of transactions involving:

  • Void Transaction means any transaction wherein the transaction has taken place but has been cancelled /rejected /unsuccessful by the Alliance Partner.

  • Online Transaction means any Phone/Electronic Transaction requested through an Electronic Transmission over the Internet.

  • Hostile Acquisition means the acquisition of the capital stock or other equity interests of a Person through a tender offer or similar solicitation of the owners of such capital stock or other equity interests which has not been approved (prior to such acquisition) by resolutions of the Board of Directors of such Person or by similar action if such Person is not a corporation, and as to which such approval has not been withdrawn.

  • Treasury Transactions means any derivative transaction entered into in connection with protection against or benefit from fluctuation in any rate or price.