Transferred Security definition
Examples of Transferred Security in a sentence
Except as otherwise expressly provided in any other document to which the Existing Secured Party is a party, the Transferred Security Interest is assigned and transferred to the New Secured Party pursuant to this Instrument “AS IS” and “WHERE IS”.
Any subsequent transfer of a Transferred Security by a Transferee shall be subject to the limitations of this Section 2.17(a) and shall be void ab initio, and no Person shall otherwise become a Holder of such Transferred Security, unless this Section 2.17(a) is satisfied.
Assignment and Transfer of Security Interest With effect from the Effective Time, the Existing Secured Party assigns and transfers to the New Secured Party all of its right, title and interest in and to the Transferred Security Interest, and the New Secured Party accepts such assignment and transfer.
The Transferor Lender undertakes not to between the date of this Agreement and the Closing Date terminate, amend, or breach any of the Transferred Contract and the Transferred Security Agreements without the prior written consent of the Transferee Lender.
Section 5 of the Lease is modified to provide that effective as of October 1, 2001, the Transferred Security Deposit (as defined in the Lease) shall be proportionately reduced by Fifty Thousand Three Hundred Fifteen and 50/100 Dollars ($50,315.50) to take into consideration reduction in the Original Premises by the Terminated Premises.
Upon the Closing, each Transferred Security owned by each Seller will have been duly transferred to Buyer, good and transferable title to each such Transferred Security will be held by Buyer free and clear of any Encumbrances, and Buyer will be the sole record and beneficial owner of all such Transferred Securities.
By its execution hereof, Assignee hereby acknowledges: (a) receipt of (i) sufficient originals and/or copies of the Leases and (ii) all of the Transferred Security Deposits and (b) the application of Section 25 of the Purchase Agreement.
Assignee hereby expressly assumes all of the obligations (i) imposed upon the lessor under the Leases which accrue from and after the date hereof, including, without limitation, the lessor’s obligation to return any Transferred Security Deposits (as defined in that certain Purchase and Sale Agreement (the “Purchase Agreement”) between Assignor and Assignee, dated , 2007), and (ii) imposed upon Assignor under the Contracts which accrue from and after the date hereof.
Each of the Sellers further acknowledges and agrees that the price per Transferred Security determined pursuant to this Agreement and notified by the Sellers’ Agent in the Pre-Closing Notice is final and compliant in all respects with the terms and conditions of such Transferred Security and expressly waives any recourse of any kind against any other Seller or its Affiliates and Connected Persons in this respect, including their agent, advisor or representative.
Assignee hereby expressly assumes all of the obligations imposed upon the lessor under the Leases (including, without limitation, the lessor's obligation to return any Transferred Security Deposits (as defined in that certain Purchase and Sale Agreement between Assignor and Assignee dated as of ) [_j, 20_ (the "Purchase Agreement")) and (y) all of tl1e obligations imposed upon the owner of the Premises under the Contracts.