Seller Administrative Services Agreement definition

Seller Administrative Services Agreement means an Administrative Services Agreement in the form of Exhibit H.

Examples of Seller Administrative Services Agreement in a sentence

  • Upon such a determination, the parties shall negotiate in good faith to modify this Seller Administrative Services Agreement so as to effect the original intent of the parties as closely as possible in an acceptable manner to the end that transactions contemplated hereby are consummated to the extent possible.

  • As compensation for Services rendered pursuant to this Seller Administrative Services Agreement, Purchaser shall pay to Seller an amount equal to the Cost of Services as specified in Exhibit A for each Service Category.

  • Except as otherwise provided in Exhibit A, upon not less than 180 days’ prior written notice to Purchaser, Seller may terminate this Seller Administrative Services Agreement with respect to any Service Category included in the Services if Seller and its Affiliates cease to provide such Service Category to Seller’s Subsidiaries, divisions and business units.

  • Seller may, at its option, from time to time delegate any of or all its obligations under this Seller Administrative Services Agreement to any one or more of its Affiliates.

  • This Seller Administrative Services Agreement is effective as of the Closing Date and shall remain in effect with respect to a particular Service until the Default Termination date as specified in Exhibit A unless and until terminated in accordance with Section 4.02.

  • Unless the context otherwise requires, the words “hereof”, “hereby” and “herein” and words of similar meaning when used in this Seller Administrative Services Agreement refer to this Seller Administrative Services Agreement in its entirety and not to any particular Article, Section or provision of this Seller Administrative Services Agreement.

  • On a case-by-case basis, Purchaser shall execute documents necessary to appoint Seller as its attorney-in-fact for the sole purpose of executing any and all documents and instruments reasonably required to be executed in connection with the performance by Seller of any Service under this Seller Administrative Services Agreement.

  • During the term of this Seller Administrative Services Agreement, Seller shall use its reasonable efforts to make its corporate resources available as reasonably requested by Purchaser and the Acquired Companies in connection with the transition and integration of the Acquired Companies and the Acquired Assets, during normal business hours, provided, that the provision of such corporate resources does not interfere with the conduct of business of Seller and does not result in any cost to Seller.

  • This Seller Administrative Services Agreement shall be governed by, and construed in accordance with, the laws of the State of New York, regardless of the laws that might otherwise govern under applicable principles of conflicts of laws thereof; provided, however, that the laws of the respective jurisdictions of incorporation of each of the parties hereto shall govern the relative rights, obligations, powers, duties and other internal affairs of such party and its board of directors.

  • Notwithstanding any other provision hereof, Seller shall not be authorized by, and shall have no responsibility under, this Seller Administrative Services Agreement to manage the affairs of the Acquired Companies.

Related to Seller Administrative Services Agreement

  • Administrative Services Agreement has the meaning set forth in Section 2.1(d).

  • Transition Services Agreement means the transition services agreement, dated as of the Closing Date, to be entered into by the Seller and the Buyer, substantially in the form of Exhibit G.

  • Master Services Agreement means that master services agreement among the Limited Partnership, the Company, Teekay Corporation and Brookfield XX XXXX L.P. dated as of the date hereof.

  • Transitional Services Agreement means the transitional services agreement in the Agreed Terms to be entered into between the Seller Parent and the Buyer;

  • Transition Services Agreements means the transition services agreements between the Purchaser and one or more of the Sellers in substantially the forms attached hereto as Exhibit D and Exhibit E.

  • Technical Services Agreement means the Technical Services Agreement between Cheniere LNG, Inc. and Contractor, dated June 7, 2010.

  • Services Agreement means an agreement entered into between a Utility and one or more Affiliates for the provision of Shared Services or For Profit Affiliate Services and shall provide for the following matters as appropriate in the circumstances:

  • Construction Services Agreement (CSA) means the Construction Services Agreement, together with any duly authorized and executed amendments hereto.

  • Administrative Services means the provision to the Fund, by or at the expense of the Manager, of the following:

  • Banking Services Agreement means any agreement entered into by the Borrower or any Subsidiary in connection with Banking Services.

  • Corporate Services Agreement means the Corporate Services Agreement dated as of the date hereof between the Borrower and the Services Provider, as amended from time to time in accordance with the terms hereof and thereof.

  • Professional Services Agreement means the agreement attached hereto as Exhibit C and all written statements of work signed by Licensee and related thereto.

  • Management Services Agreement has the meaning set forth in Section 2.1(d).

  • Shared Services Agreement means an agreement entered into between two or more municipalities, including the District Municipality, whereby the participating municipalities agree to share services described in the agreement;

  • Regulatory Services Agreement means the agreement between BSEF and the Regulatory Services Provider whereby the Regulatory Services Provider provides market surveillance and trade practice surveillance functions as well as other compliance related services to the SEF operated by BSEF.

  • Transportation Service Agreement means the contract between KUB and the Customer whereby KUB agrees to provide transportation gas service to the Customer.

  • Management Services Agreements means, collectively, (i) the Management Services Agreement, dated as of August 4, 2020, by and between Peabody Investments Corp. and each of the Client Companies listed on the signature page thereto and (ii) the Management Services Agreement, dated as August 4, 2020, by and between Peabody Energy Australia Pty Ltd and each of the Client Companies listed on the signature page thereto, in each case, as amended, modified or replaced from time to time so long as the amended, modified or new arrangements, taken as a whole at the time such arrangements are entered into, are not materially less favorable to the Main Issuer and its Subsidiaries than those in effect on the Issue Date.

  • Transition Services means a coordinated set of activities for a child with a disability that:

  • Treasury Services Agreement means any agreement between any Loan Party and any Hedge Bank relating to commercial credit or debit card, merchant card, or purchasing card programs (including non-card e-payables services), or treasury, depository, or cash management services (including automatic clearing house transfer of funds, overdraft, controlled disbursement, electronic funds transfer, lockbox, stop payment, return item and wire transfer services).

  • Bank Services Agreement is defined in the definition of Bank Services.

  • Property Management Agreement means any Property Management Agreement between the Company and the Property Manager.

  • Transitional Services means services involving technical or specialized knowledge required to complete a project or to provide temporary consulting services to the City.

  • Secondment Agreement is defined in Section 2.2.

  • Reseller Agreement means the separate agreement between Customer and Reseller regarding the Services. The Reseller Agreement is independent of and outside the scope of This Agreement.

  • Issuer Administration Agreement means that certain issuer administration agreement, dated as of the date hereof, among the Administrator, the Issuer, the Transferor and the Indenture Trustee.