Framework Assignment Agreement definition

Framework Assignment Agreement means (i) the framework assignment agreement dated on the Issue Date between, inter alios, the Issuer, the Platform Provider and VMIH, and (ii) following an SCF Platform Addition, (A) the framework assignment agreement dated on or about the Issue Date between, inter alios, the Issuer, the Platform Provider and VMIH, and (B) any receivables assignment agreement (or equivalent) to be entered into between, inter alios, the Issuer, the Platform Provider and VMIH, in each case of (i) and (ii), as may be amended, amended and restated, supplemented, replaced (including pursuant to an SCF Platform Replacement) or otherwise modified from time to time, and pursuant to which the Issuer will purchase eligible VM Accounts Receivable from the Platform Provider. As used herein, the term “Framework Assignment Agreement” may also refer to, as the context may require, the Framework Assignment Agreement and the Assignment Framework Notes.
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Framework Assignment Agreement means (i) the framework assignment agreement dated as of the Issue Date between, inter alios, the Issuer, the Initial Platform Provider and VodafoneZiggo, and (ii) following an SCF Platform Addition, (A) the framework assignment agreement dated on or about the Issue Date between, inter alios, the Issuer, the Initial Platform Provider and VodafoneZiggo, and (B) any receivables assignment agreement (or equivalent) to be entered into between, inter alios, the Issuer, a Successor Platform Provider and VodafoneZiggo, in each case of (i) and (ii), as may be amended, amended and restated, supplemented, replaced (including pursuant to an SCF Platform Replacement) or otherwise modified from time to time, and pursuant to
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Examples of Framework Assignment Agreement in a sentence

  • The Retained Amount Interest will be calculated in accordance with the Framework Assignment Agreement (as described below) and the Agency and Account Bank Agreement (as described elsewhere in this Offering Circular), and will be deemed to accrue on the basis of a 360-day year comprised of twelve 30-day months.

  • SCF Platform Documents VM Accounts Receivable purchased by the Issuer pursuant to the Framework Assignment Agreement are uploaded by the Obligors to the SCF Platform (as defined elsewhere in this Offering Circular) managed by the Platform Provider to facilitate receivables financing provided by the Platform Provider and other participating funding providers, including the Issuer.

  • Additionally, immediately prior to each Assignment Date, the Platform Provider will represent and warrant that it is entitled to assign the relevant Payment Obligation pursuant to the terms of the Framework Assignment Agreement, and that it has not assigned, transferred or otherwise disposed of, or created any encumbrance or security interest over, such Payment Obligation.

  • VMIH has also entered into the APMSA (pursuant to which each Obligor provides a joint and several payment undertaking (as further described in “Summary of Principal Documents—Accounts Payable Management Services Agreement”)), and will, on the Issue Date, enter into the Framework Assignment Agreement to provide certain representations and warranties on behalf of the Obligors to the Issuer (as further described in “Summary of Principal Documents—Framework Assignment Agreement”).

  • See “ Risk Factors—Risks Relating to the Notes—The right of the Issuer to receive payments from the Obligors in respect of the Assigned Receivables and under the Framework Assignment Agreement, the New VM Financing Facility Agreement, the Expenses Agreement and the related agreements, as applicable, is effectively subordinated to the rights of existing and future secured creditors of such Obligors”.

  • On or following the Issue Date, the net proceeds of the issuance of the Notes plus any upfront payments payable by the New VFZ Facilities Borrower under the New VFZ Facilities Agreement, will be used by the Issuer to finance the purchase of VFZ Accounts Receivable pursuant to the Framework Assignment Agreement.

  • Under the Framework Assignment Agreement, from time to time commencing on the Issue Date, the Issuer may purchase and have assigned to it on a non-recourse basis, up to the total amount of Committed Principal Proceeds and the Platform Provider may sell and assign on a non-recourse basis, eligible VM Accounts Receivable that are made available by Suppliers and uploaded by the Obligors to the SCF Platform (including the Block Transfer).

  • On or following the Issue Date, the net proceeds of the issuance of the Notes plus any upfront payments payable by VMIH under the New VM Financing Facility Agreement, will be used by the Issuer to finance the purchase of VM Accounts Receivable (including the Block Transfer) pursuant to the Framework Assignment Agreement.

  • Purchases and Collections of VM Accounts Receivable—The Framework Assignment Agreement On the Issue Date, the Issuer, as purchaser, entered into the Framework Assignment Agreement (as defined elsewhere in this Offering Circular) with, among others, the Platform Provider, VMIH as the parent (the “Obligors’ Parent”) and The Bank of New York Mellon, London Branch as administrator.

  • Through the issuance of the Notes, the Issuer will finance the periodic purchase of VFZ Accounts Receivable pursuant to the Framework Assignment Agreement and fund advances to the New VFZ Facilities Borrower under the New VFZ Facilities Agreement.

Related to Framework Assignment Agreement

  • IP Assignment Agreement has the meaning set forth in Section 3.2(a)(iii).

  • Trademark Assignment Agreement has the meaning set forth in Section 2.01.

  • Patent Assignment Agreement means the Patent Assignment Agreement attached hereto as Exhibit G.

  • Collateral Assignment Agreement has the meaning set forth in Section 9.05.

  • Purchase Agreement Assignment means that certain Purchase Agreement Assignment [NW 1997 J], dated as of March 18, 1998, between Lessee and Lessor, as the same may be amended, supplemented or modified from time to time, with a form of Consent and Agreement to be executed by the Manufacturer attached thereto.

  • Lender Assignment Agreement means an assignment agreement substantially in the form of Exhibit D hereto.

  • Assignment Agreements The following Assignment, Assumption and Recognition Agreements, each dated as of March 29, 2006, whereby certain Servicing Agreements solely with respect to the related Mortgage Loans were assigned to the Depositor for the benefit of the Certificateholders:

  • First Assignment means: the relevant Assignment; orif, prior to the relevant Assignment:

  • Qualified assignment agreement means an agreement providing for a qualified assignment within the meaning of section 130 of the United States Internal Revenue Code, United States Code Title 26, as amended from time to time;

  • Framework Agreement means the Clauses of this Framework Agreement together with the Framework Schedules and annexes to it;

  • Assignment of Recognition Agreement With respect to a Cooperative Loan, an assignment of the Recognition Agreement sufficient under the laws of the jurisdiction wherein the related Cooperative Unit is located to reflect the assignment of such Recognition Agreement.

  • Assignment/Amendment We reserve the right to change this Service Agreement (including the price or to charge an additional fee) and to delegate any of Our obligations at Our sole discretion provided We give You thirty (30) days’ prior written notice of the changes. The changes will become effective thirty (30) days after We send You the notice. If You do not like the changes, You may cancel this Service Agreement. You may not change this Service Agreement or delegate any of Your obligations. Should certain terms or conditions in this Service Agreement be held to be invalid or unenforceable, the remainder of the terms and conditions in this Service Agreement shall remain valid. Transfer: This Service Agreement is not transferable by You. Responsibility for benefits owed to You: This is not an insurance policy; it is a Service Agreement. HomeServe will serve as Your point-of-contact for all questions or concerns. Our obligations under this Service Agreement are insured under a service contract reimbursement insurance policy. If We fail to pay or to deliver service on a claim within sixty (60) days after proof of loss has been filed, or in the event You cancel this Service Agreement and We fail to issue any applicable refund within sixty (60) days after cancellation, You are entitled to make a claim against the insurer, Virginia Surety Company, Inc., 000 Xxxx Xxxxxxx Xxxx., 11th Floor, Chicago, IL 60604, 0-000-000-0000. Our Liability: To the extent permitted by applicable law, (1) You agree that We and HomeServe, and both of our parents, successors, affiliates, approved technicians and our and their officers, directors, employees, affiliates, agents and contractors shall not be liable to You or anyone else for: (a) any actual losses or direct damages that exceed the lowest applicable per covered repair benefit limit set out above; or (b) any amount of any form of indirect, special, punitive, incidental or consequential losses or damages, including those caused by any fault, failure, delay or defect in providing services under this Service Agreement, and (2) these limitations and waivers shall apply to all claims and all liabilities and shall survive the cancellation or expiration of this Service Agreement. You may have other rights that vary from state to state. Arbitration: YOU, NAW AND HOMESERVE ALL AGREE TO RESOLVE DISPUTES ONLY BY FINAL AND BINDING ARBITRATION OR IN SMALL CLAIMS COURT as follows:

  • Consent Agreement shall have the meaning set forth in Section 14.2.

  • Intellectual Property Assignment Agreement means, with respect to each Specified Business, an agreement in form and substance reasonably acceptable to Seller and Buyer, providing for the assignment of the Transferred Intellectual Property Related to such Specified Business.

  • Assignment Agreement means an Assignment and Assumption Agreement substantially in the form of Exhibit E, with such amendments or modifications as may be approved by Administrative Agent.

  • Assignment of Management Agreement means the Assignment of Management Agreement and Subordination of Management Fees, dated the same date as this Loan Agreement, among Borrower, Lender and Property Manager, including all schedules, riders, allonges and addenda, as such Assignment of Management Agreement may be amended from time to time, and any future Assignment of Management Agreement and Subordination of Management Fees executed in accordance with Section 6.09(d).

  • SCM Agreement means the Agreement on Subsidies and Countervailing Measures in Annex 1A to the WTO Agreement;

  • IP Assignment a collateral assignment or security agreement pursuant to which an Obligor grants a Lien on its Intellectual Property to Agent, as security for the Obligations.

  • Trademark Assignment shall have the meaning specified in Section 3.2(c).

  • Lien Waiver Agreement means an agreement which is executed in favor of Agent by a Person who owns or occupies premises at which any Collateral may be located from time to time and by which such Person shall waive any Lien that such Person may ever have with respect to any of the Collateral and shall authorize Agent from time to time to enter upon the premises to inspect or remove the Collateral from such premises or to use such premises to store or dispose of such Inventory.

  • Charterparty Assignment means, in relation to a Ship, the deed of assignment of any Charterparty in favour of the Security Trustee, in such form as the Lenders may approve or require;

  • Loan Assignment has the meaning set forth in the Purchase and Sale Agreement.

  • Recognition Agreement With respect to any Cooperative Loan, an agreement between the Cooperative Corporation and the originator of such Mortgage Loan which establishes the rights of such originator in the Cooperative Property.

  • Patent Assignment each patent collateral assignment agreement pursuant to which an Obligor assigns to Agent, for the benefit of Secured Parties, such Obligor’s interests in its patents, as security for the Obligations.