Ancillary Transfer Documents definition

Ancillary Transfer Documents means those instruments of transfer, assumptions, filings or documents required to be executed and delivered by Seller or Buyer to effect the sale and transfer of the Interests to Buyer pursuant to this Agreement.
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Ancillary Transfer Documents means all notices (including Transfer Notices), Deeds of Adherence, legal opinions, amendments, waivers and modifications required pursuant to the terms of any of the Portfolio Agreements to permit the sale, assignment and transfer of any Sale Securities to the Purchaser;
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Examples of Ancillary Transfer Documents in a sentence

  • At the Closing, Seller shall transfer all right, title and interest in the Interests to Buyer, free and clear of any Encumbrances of any kind (other than those imposed by applicable securities Laws), and, except for those Ancillary Transfer Documents executed and delivered to Buyer by Seller at Closing, no novations or assignments shall be necessary to vest Buyer at the Closing with such right, title and interest.

  • NewCo is duly organized, validly existing and in good standing under the laws of its jurisdiction of formation and has all requisite limited liability company power and authority to enter into this Agreement and each of the Ancillary Transfer Documents and to carry out its obligations hereunder and thereunder and to consummate the transactions contemplated hereby and thereby.

  • At the Closing, Seller shall transfer all right, title and interest in the Interest to NewCo, free and clear of any Encumbrances of any kind, and, except for those Ancillary Transfer Documents executed and delivered to NewCo by Seller at Closing, no novations or assignments shall be necessary to vest NewCo at the Closing with such right, title and interest.

Related to Ancillary Transfer Documents

  • Transfer Documents shall have the meaning set forth in Section 2.1(b).

  • Ancillary Documents means each agreement, instrument or document attached hereto as an Exhibit, and the other agreements, certificates and instruments to be executed or delivered by any of the Parties hereto in connection with or pursuant to this Agreement.

  • Ancillary Document has the meaning assigned to it in Section 9.06(b).

  • Transfer Document means a document substantially in the form of Exhibit E to the Sale and Servicing Agreement.

  • Seller Ancillary Documents means each agreement, document, instrument or certificate to be delivered by Seller, or its Affiliates, at the Closing pursuant to Section 3.2 and each other document or Contract entered into by Seller, or its Affiliates, in connection with this Agreement or the Closing.

  • Buyer Ancillary Agreements means all agreements, instruments and documents being or to be executed and delivered by Buyer under this Agreement or in connection herewith.

  • Buyer Documents has the meaning set forth in Section 5.2.

  • Purchaser Documents has the meaning set forth in Section 6.2.

  • Ancillary Agreements means the Assignment and Assumption Agreement, the Transfer Instruments, the Transition Services Agreement and any other agreements, documents, instruments and certificates that are to be delivered by any Party or its Affiliates or entered into between or among the Parties or any of their respective Affiliates, in each case, pursuant to this Agreement.

  • Seller Ancillary Agreements means all agreements, instruments and documents being or to be executed and delivered by Seller under this Agreement or in connection herewith.

  • Company Ancillary Agreements means, collectively, each certificate to be delivered on behalf of the Company by an officer or officers of the Company at the Closing pursuant to Article VII and each agreement or document (other than this Agreement) that the Company is to enter into as a party thereto pursuant to this Agreement.

  • Seller Documents has the meaning set forth in Section 4.2.

  • Ancillary Agreement has the meaning set forth in the Separation Agreement.

  • Fundamental Documents means, with respect to a corporation, the charter and bylaws (each as amended) or, with respect to any other Person, the documents by which such Person (other than an individual) establishes its legal existence or which govern its internal affairs.

  • Other Transaction Documents means the Transaction Documents other than this Agreement.

  • Permitted Acquisition Documents means with respect to any acquisition proposed by the Borrower or any Subsidiary Guarantor, final copies or substantially final drafts if not executed at the required time of delivery of the purchase agreement, sale agreement, merger agreement or other agreement evidencing such acquisition, including, without limitation, all legal opinions and each other document executed, delivered, contemplated by or prepared in connection therewith and any amendment, modification or supplement to any of the foregoing.

  • Equity Line Transaction Documents means this Agreement and the Registration Rights Agreement.

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

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

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

  • Related Agreements shall have the meaning specified in the recitals to the Administration Agreement.

  • Purchased Asset Documents means, with respect to a Purchased Asset, the documents comprising the Purchased Asset File for such Purchased Asset.

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

  • Closing Documents means the papers, instruments and documents required to be executed and delivered at the Closing pursuant to this Agreement;

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

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