Undersigned Entity definition

Undersigned Entity and “Holder” shall not be deemed to include any employees, subsidiaries, desks, groups or Affiliates of the Undersigned Entity or the applicable Holder that are effectively walled off by appropriate “Fire Wall” information barriers approved by the Undersigned Entity’s or such Holder’s respective legal or compliance department (and thus such walled off parties have not been privy to any information concerning the Exchange), and (b) the foregoing representations, warranties and covenants of this Section 2.6 shall not apply to any transaction by or on behalf of an Account that was effected without the advice or participation of, or such Account’s receipt of information regarding the Exchange provided by, the Undersigned Entity or the applicable Holder.
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Undersigned Entity. (in its capacities described in the first paragraph hereof) SILVERBACK ASSET MANAGEMENT, LLC By: /s/ Rxxxxx Xxxxxx Name: Rxxxxx Xxxxxx Title: Portfolio Manager
Sample 1Sample 2
Undersigned Entity. (in its capacities described in the first paragraph hereof) /s/ Lxxxxxxx Lytton_____________________ Name: Lxxxxxxx Xxxxxx
Sample 1

Examples of Undersigned Entity in a sentence

  • If the Undersigned Entity is executing this Agreement on behalf of Accounts, (a) the Undersigned Entity has all requisite discretionary and contractual authority to enter into this Agreement on behalf of, and bind, each Account, and (b) Exhibit A hereto is a true, correct and complete list of (i) the name of each Account, (ii) the principal amount of such Account’s Old Notes, and (iii) the principal amount of New Notes to be issued to such Account in respect of such Account’s Old Notes.

  • The Undersigned Entity has the power, authority and capacity to execute and deliver this Agreement for itself and on behalf of the Holders, to perform its obligations hereunder, and to consummate the Exchange contemplated hereby.

  • On or prior to the Closing Date, the Undersigned Entity shall deliver to the Company completed IRS Forms W-9 or W-8, as applicable, with regards to each Holder.

  • The Company and the Holder shall provide such respective instructions to its respective Undersigned Entity necessary for settlement of the Exchange.

  • The Undersigned Entity and each of its Holders is duly organized, validly existing and in good standing under the laws of the jurisdiction of its formation.

  • Without the prior written consent of the Undersigned Entity, the Company shall not disclose the name of the Undersigned Entity or any Holder in any filing or announcement, unless such disclosure is required by applicable law, rule, regulation or legal process based on advice of counsel.

  • The Company shall not amend the terms of any Other Exchange Agreement such that the terms of such Other Exchange Agreement are more favorable to the Other Holder party thereto than the terms of this Agreement to the Undersigned Entity and each Holder, unless the Company simultaneously causes this Agreement to be amended to contain substantially similar terms as such Other Exchange Agreement.

  • Upon the Company’s delivery of the New Notes to the Holder (or any Undersigned Entity) pursuant to the Exchange, such New Notes will be entitled to the benefits of the Indenture and shall be free and clear of all Liens created by the Company (other than any Permitted Lien (as defined in the Indenture)).

  • Each Undersigned Entity acknowledges that all New Notes will be issued in minimum denominations of $100,000 principal amount and integral multiples of $1.00 thereafter in accordance with the Indenture.

  • Upon the Company’s delivery of the New Notes to the Holder (or any Undersigned Entity) pursuant to the Exchange, such New Notes will be entitled to the benefits of the Indenture and shall be free and clear of all Liens created by the Company.

Related to Undersigned Entity

  • Undersigned as used herein shall mean all parties executing a counterpart of this Guaranty and each of them, and all such parties shall be jointly and severally obligated hereunder. This Guaranty shall be governed by and construed in accordance with and governed by the laws of the State of Illinois applicable to contracts made and to be fully performed in such State. Wherever possible, each provision of this Guaranty shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Guaranty shall be prohibited by or invalid under such law, such provision shall be ineffective to the extent of such prohibition or invalidity, without invalidating the remainder of such provision or the remaining provisions of this Guaranty. This Guaranty may be executed in any number of counterparts and by the different parties hereto on separate counterparts, and each such counterpart shall be deemed to be an original but all such counterparts shall together constitute one and the same Guaranty. At any time after the date of this Guaranty, one or more additional Persons may become parties hereto by executing and delivering to the Paying Agent a counterpart of this Guaranty. Immediately upon such execution and delivery (and without any further action), each such additional Person will become a party to, and will be bound by all of the terms of, this Guaranty. This Guaranty may be secured by one or more security agreements, pledge agreements, mortgages, deeds of trust or other similar documents. ANY LITIGATION BASED HEREON, OR ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS GUARANTY, SHALL BE BROUGHT AND MAINTAINED EXCLUSIVELY IN THE COURTS OF THE STATE OF ILLINOIS OR IN THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF ILLINOIS; PROVIDED, HOWEVER, THAT ANY SUIT SEEKING ENFORCEMENT AGAINST ANY COLLATERAL OR OTHER PROPERTY MAY BE BROUGHT, AT THE PAYING AGENT'S OPTION, IN THE COURTS OF ANY JURISDICTION WHERE SUCH COLLATERAL OR OTHER PROPERTY MAY BE FOUND. EACH OF THE UNDERSIGNED HEREBY EXPRESSLY AND IRREVOCABLY SUBMITS TO THE JURISDICTION OF THE COURTS OF THE STATE OF ILLINOIS AND OF THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF ILLINOIS FOR THE PURPOSE OF ANY SUCH LITIGATION AS SET FORTH ABOVE. EACH OF THE UNDERSIGNED FURTHER IRREVOCABLY CONSENTS TO THE SERVICE OF PROCESS BY REGISTERED MAIL, POSTAGE PREPAID, TO THE ADDRESS SET FORTH OPPOSITE ITS SIGNATURE HERETO (OR SUCH OTHER ADDRESS AS IT SHALL HAVE SPECIFIED IN WRITING TO THE PAYING AGENT AS ITS ADDRESS FOR NOTICES HEREUNDER) OR BY PERSONAL SERVICE WITHIN OR WITHOUT THE STATE OF ILLINOIS. EACH OF THE UNDERSIGNED HEREBY EXPRESSLY AND IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY LAW, ANY OBJECTION WHICH IT MAY NOW OR HEREAFTER HAVE TO THE LAYING OF VENUE OF ANY SUCH LITIGATION BROUGHT IN ANY SUCH COURT REFERRED TO ABOVE AND ANY CLAIM THAT ANY SUCH LITIGATION HAS BEEN BROUGHT IN AN INCONVENIENT FORUM. EACH OF THE UNDERSIGNED, AND (BY ACCEPTING THE BENEFITS HEREOF) EACH OF THE AGENTS AND EACH OF THE LENDERS, HEREBY WAIVES ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING TO ENFORCE OR DEFEND ANY RIGHTS UNDER THIS GUARANTY AND ANY AMENDMENT, INSTRUMENT, DOCUMENT OR AGREEMENT DELIVERED OR WHICH MAY IN THE FUTURE BE DELIVERED IN CONNECTION HEREWITH OR ARISING FROM ANY BANKING RELATIONSHIP EXISTING IN CONNECTION WITH ANY OF THE FOREGOING, AND AGREES THAT ANY SUCH ACTION OR PROCEEDING SHALL BE TRIED BEFORE A COURT AND NOT BEFORE A JURY.

  • substantial shareholder means a person who is entitled to exercise, or to control the exercise of, 10% or more (or such other percentage as may be prescribed by the Listing Rules) of the voting power at any general meeting of the Company;

  • Substantial Stockholder means any person, other than the Corporation or any Subsidiary, who or which is the Beneficial Owner, directly or indirectly, of 10% or more of the outstanding shares of Common Stock (determined solely on the basis of the total number of shares so beneficially owned and without giving effect to the number of percentage of votes entitled to be cast in respect of such shares) in relation to the total number of shares of Common Stock issued and outstanding.

  • Principal Stockholder means, collectively, (i) the Sponsor and (ii) any affiliate or successor of a person referenced in clauses (i) and (ii) of this definition.

  • Significant Shareholder means a person or company that has beneficial ownership of, or control or direction over, whether direct or indirect, or a combination of beneficial ownership of, and control or direction over, whether direct or indirect, securities of an issuer carrying more than 10 per cent of the voting rights attached to all the issuer’s outstanding voting securities, excluding, for the purpose of the calculation of the percentage held, any securities held by the person or company as underwriter in the course of a distribution;

  • Shareholder means a person who owns shares in the company and is actively involved in the management of the enterprise or business and exercises control over the enterprise.

  • Subject Company shall have the meaning set forth in Section 6.10(a).

  • Existing Shareholder means any Person that is a holder of Ordinary Shares as of December 8, 2017.

  • Warrantor means any one of them.

  • Consortium Member means a company specified in Recital (B) as a member of the Consortium;}

  • Shareholder Group means (i) Shareholder and (ii) any Affiliate or Shareholder Family Entity (as defined in the Shareholder's Agreement) of Shareholder (other than the Company).

  • Significant Stockholder means Allied Irish Banks, p.l.c., a limited liability company incorporated under the laws of Ireland having its registered office at Bankcentre, Ballsbridge, Dublin 4, Ireland, and any successor thereto.

  • Founder means, in respect of an issuer, a person who,

  • Initial Stockholder means any beneficial owner of the Company’s unregistered securities.

  • Company Shareholder means a holder of one or more Company Shares;

  • Controlling Shareholder means any shareholder owning more than fifty

  • Releasing Party has the meaning set forth in Section 7.9.

  • Shareholder Associated Person of any Shareholder means (i) any person controlling, directly or indirectly, or acting in concert with, such Shareholder, (ii) any beneficial owner of shares of stock of the Corporation owned of record or beneficially by such Shareholder, and (iii) any person controlling, controlled by or under common control with such Shareholder Associated Person.

  • Stockholder Group means the Stockholder and each Person (other than any member of the Company Group) that is an Affiliate of the Stockholder.

  • Target Company means each of the Company and its direct and indirect Subsidiaries.

  • Contributor means Licensor and any individual or Legal Entity on behalf of whom a Contribution has been received by Licensor and subsequently incorporated within the Work.

  • Permit Holder means the Person to whom a Building Permit has been issued.

  • Seriously disturbed person means a person who:

  • Transaction Party means the Company and each Guarantor, collectively, “Transaction Parties”.

  • Covenantor means the Person or Persons, if any, who execute this Mortgage as “Covenantor” and their respective heirs, personal representatives, successors or permitted assigns, as the case may be;

  • Stockholder Associated Person of any stockholder means (A) any person controlling, directly or indirectly, or acting in concert with, such stockholder, (B) any beneficial owner of shares of stock of the Corporation owned of record or beneficially by such stockholder or (C) any person directly or indirectly controlling, controlled by or under common control with such Stockholder Associated Person.