Memorandum of Sale definition

Memorandum of Sale. With respect to each Mortgage Loan and the Mortgage Loan Package, the memorandum of sale, substantially in the form of Exhibit I attached hereto, confirming the sale by Company and the purchase by Purchaser of the Mortgage Loan Package on the related Closing Date. MERS: MERSCORP, Inc., its successors and assigns.
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Memorandum of Sale. With respect to each Mortgage Loan and the Mortgage Loan Package, the memorandum of sale, substantially in the form of Exhibit I attached hereto, confirming the sale by Company and the purchase by Purchaser of the Mortgage Loan Package on the related Closing Date.
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Memorandum of Sale shall have the meaning assigned thereto in subsection 4.2(a)(ii).
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Examples of Memorandum of Sale in a sentence

  • The final Purchase Price and Purchase Price percentage shall be set forth on the related Memorandum of Sale.

  • The schedule, if any, attached to the Memorandum of Sale that sets forth exceptions to the representations and warranties set forth in Section 4.1 with respect to one or more Mortgage Loans on the related Mortgage Loan Schedule.

  • The schedule, if any, attached to the Memorandum of Sale that sets forth the exceptions to the Mortgage File with respect to one or more Mortgage Loans on the Mortgage Loan Schedule.

  • For each Mortgage Loan, the fee provided pursuant to the Memorandum of Sale, expressed as a per annum percentage of the outstanding principal balance of such Mortgage Loan, payable monthly to the Servicer for performing primary servicing functions with respect to such Mortgage Loan; provided, that if no fee is provided by the Memorandum of Sale, the Servicing Fee shall be the amount per annum as set forth in the related Purchase Price and Terms Letter.

  • Prior to the fifth Business Day preceding the Sale Date, Purchaser shall have the right, during Seller's regular business hours and without interrupting Seller's operations, to review the Mortgage Files, including all credit and underwriting information, for the purpose of determining that the Mortgage Loans meet the requirements set forth in the related Memorandum of Sale and this Agreement.

  • This Agreement, together with the Memorandum of Sale, constitutes the entire agreement between the parties with respect to the sale of the Mortgage Loans and supersedes all prior agreements with respect thereto.

  • If any provision of the Memorandum of Sale conflicts with any provision of this Agreement, the Memorandum of Sale shall control.

  • This Memorandum of Sale shall be construed in accordance with and governed by the law of the State of New York applicable to agreements made and to be performed in such jurisdiction.

  • By: Name: Title: EXHIBIT A TRADE STIPULATIONS [Attached hereto] EXHIBIT D FORM OF MEMORANDUM OF SALE CLOSING DATE: This Memorandum of Sale (this “Memorandum”), dated as of the Closing Date referred to above, confirms the sale by American Home Mortgage Corp.

  • At any time or from time to time after the date hereof, any party shall, at the request of any other party and at such other party's expense, execute and deliver any further instruments or documents and take all such further action as such party reasonably may request in order to confirm the sale of the Stock referred to in this Memorandum of Sale and Buyer's assumption of the Indebtedness.


More Definitions of Memorandum of Sale

Memorandum of Sale. A memorandum of sale entered into between the Seller and the Purchaser that provides for the purchase of Mortgage Loans pursuant to the terms of this Agreement, in the form attached hereto as Exhibit B, and sets forth certain terms and conditions for the sale and purchase of such Mortgage Loans.
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Memorandum of Sale means Form 38-Tobacco 53 in the case of warehouse sales, and Form 38—Tobacco 54 in the case of nonwarehouse sales.
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Memorandum of Sale means that certain memorandum of sale dated April 9, 2018, by and among Excel Corporation, as seller, the Parent Guarantor, as buyer and Agent, as secured party.
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Memorandum of Sale means that certain Memorandum of Accounts Receivable Sale, dated as of June 30, 2011, relating to those Purchased DLA Receivables sold, assigned and transferred by WFST hereunder, and substantially in the form of Exhibit F hereto. The parties intend the Memorandum of Sale to constitute an official record of sales, assignments and transfers of Purchased DLA Receivables by WFST; provided, however, that the terms, conditions, rights, privileges, duties, responsibilities and obligations governing such sales, assignments and transfers are governed exclusively by the terms of this Agreement.
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Related to Memorandum of Sale

  • Memorandum of Agreement means the agreement executed by and between FFA and the Institution in which these Conditions have been incorporated by reference;

  • Memorandum of Lease has the meaning set forth in Section 5.01(c)(iii).

  • Memorandum of Association means the memorandum of association of the Company, as amended or substituted from time to time;

  • Memorandum means the memorandum of association of the Company.

  • Memorandum of Understanding means that certain predecessor agreement between the Parties to develop this Joint Operating Agreement dated February 27, 2004.

  • Xxxx of Sale means the Initial Xxxx of Sale or an Additional Xxxx of Sale, as applicable.

  • Initial Xxxx of Sale means the document, in the form of Attachment B hereto, executed by an authorized officer of SLM ECFC which shall (i) set forth the applicable Initial Loans offered by SLM ECFC and accepted for purchase by the Interim Eligible Lender Trustee for the benefit of Funding, (ii) sell, assign and convey to the Interim Eligible Lender Trustee for the benefit of Funding and its assignees all rights, title and interest of SLM ECFC in the Initial Loans listed on that Xxxx of Sale and (iii) certify that the representations and warranties made by SLM ECFC as set forth in Sections 5 (A) and (B) of these Master Terms are true and correct.

  • TERMS OF SALE IF YOU SUCCESSFULLY BID ON A PROPERTY, YOU WILL BE REQUIRED TO PAY THE ADVERTISED DEPOSIT WHICH MUST BE IN THE FORM OF CASH OR A CASHIER’S CHECK MADE PAYABLE TO YOURSELF. THIS IS A CASH SALE AND IS NOT CONTINGENT UPON THE BUYER’S ABILITY TO OBTAIN FINANCING. XXXXXXX MONEY IS NOT CONSIDERED AN “OPTION” PAYMENT. YOU ARE AGREEING TO CLOSE ON THE PROPERTY WHEN YOU SUCCESSFULLY BID ON THE PROPERTY. The successful bidder for each property shall execute an “auction real estate sales contract” for each property immediately after being declared the successful bidder by the auctioneer. Copies of this sales contract are available for review on website (xxx.XxxxxxxXxxxxxx.xxx) Bidding increments are made in amounts acceptable to the Auctioneer, who may set a minimum bidding increment as the sale progresses. Any bid may be rejected by the Auctioneer if it is merely nominal or, at his or her discretion, it may negatively affect the auction process. Auctions will be either Absolute or Reserve. If this is an Absolute Sale, the high bidder shall be the Purchaser. If this is a Reserve sale the seller may accept or reject the high bidder, however; if the bid exceeds the predetermined Reserve Price the auction will become an Absolute auction and will be sold to the high bidder. In the event of a dispute between bidders the Auctioneer in its discretion may determine the successful bidder or re-offer the property for sale. By bidding at an auction, whether present or by agent, by written bid or otherwise, bidders shall be deemed to have consented to the jurisdiction of the State and Federal courts of the State of Maryland. If property is tenant occupied, the property will be sold subject to the existing tenant in dwelling. Broker Participation Invited: A 2.5% buyer broker commission, before the inclusion of the Buyer’s Premium, will be paid to brokers who represent a purchaser on any auction property. The Buyer’s Premium is based on only the Bid Price of each auction sale. In order to be paid a commission, the buyer broker must do the following: ►Register clients at least 48 hours prior to auction on xxx.XxxxxxxXxxxxxx.xxx ►Accompany client to auction sale ►Review the “terms and conditions of sale” with each client you represent Each step must be completed. If any of these steps have been omitted, the broker will not be paid a commission. There will be no exceptions. Bidders will be required to acknowledge buyer broker relationship as they register at the sale. By bidding, each bidder and buyer broker agree to indemnify and hold harmless seller and auctioneer for any and all claims for compensation made by any person or entity in connection with the auction. TITLE: All properties will be sold with free and clear title. All properties are being sold subject to any ground rent of record. In the event there is an error in the advertised ground rent or the contract states “Fee Simple”, the Buyer shall take title with the existing ground rent of record and there shall not be a monetary penalty to the seller. SAMPLE In the event, there is an error regarding fee simple or ground rent in the chain of title including deeds, the Buyer shall take title with the existing ground rent of record and there shall not be a monetary penalty to the seller. In event of a ground rent escrow, the title company or settlement company agrees not to charge an escrow holding fee to the seller. If the Trustee/ Seller is unable to convey good and marketable title, the purchaser's sole remedy in law or equity shall be limited to the refund of the deposit. Upon refund of the deposit this sale shall be null and void and of no effect, and the purchaser shall have no further claim against the Trustee/ Seller or Auctioneers.

  • Time of Sale Disclosure Package means the Preliminary Prospectus dated [ ], any free writing prospectus set forth on Schedule III and the information on Schedule IV, all considered together.

  • Use Agreement means a written agreement between a primary licensee and a Type S applicant or licensee that specifies the designated area of the Type S licensee, the days and hours in which the Type S licensee is assigned to use the common-use area, any allocation of responsibility for compliance pursuant to Section 40196, and an acknowledgement that the Type S licensee has sole and exclusive use of the common- use area during the Type S licensee’s assigned time period.

  • FAA Xxxx of Sale means the xxxx of sale for the Aircraft on AC Form 8050-2 executed by Manufacturer or an affiliate of Manufacturer in favor of Company and recorded with the FAA.

  • Articles of Agreement means the Articles of Agreement of the Bank.

  • Sale and Purchase Agreement means all the agreements entered into from time to time (whether before, on or after the date of this Agreement) by the Borrower for the sale of the Units and shall include any one or more or all of the Sale and Purchase Agreements.

  • Operating Agreement means the agreement, whether or not referred to as an operating agreement and whether oral, in a record, implied, or in any combination thereof, of all the members of a limited liability company, including a sole member, concerning the matters described in section 489.110, subsection 1. The term includes the agreement as amended or restated.

  • Expense Agreement means the Agreement as to Expenses and Liabilities between the Depositor and the Trust, substantially in the form attached as Exhibit D, as amended from time to time.

  • Process Memorandum means this document including all the appendices hereto, for the purposes of setting out the process for submission of a bid and selection of successful bid in accordance with the provisions of the IBC and shall include all supplements, modifications, amendments, alterations or clarifications there to issue in accordance with the terms hereof.

  • 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.

  • Time of Sale as used in the Act, means 5:00 p.m. New York City time, on the date of this Agreement. Prior to the Time of Sale, the Company prepared a Preliminary Prospectus, which was included in the Registration Statement filed on April 29, 2021, for distribution by the Underwriters (such Preliminary Prospectus used most recently prior to the Time of Sale, the “Sale Preliminary Prospectus”). If the Company has filed, or is required pursuant to the terms hereof to file, a Registration Statement pursuant to Rule 462(b) under the Act registering additional securities (a “Rule 462(b) Registration Statement”), then, unless otherwise specified, any reference herein to the term “Registration Statement” shall be deemed to include such Rule 462(b) Registration Statement. Other than a Rule 462(b) Registration Statement, which, if filed, becomes effective upon filing, no other document with respect to the Registration Statement has been filed with the Commission. All of the Public Securities have been registered for public sale under the Act pursuant to the Registration Statement and, if any Rule 462(b) Registration Statement is filed, will be duly registered for public sale under the Act with the filing of such Rule 462(b)

  • Procedures Memorandum means administrative procedures and guidelines relating to the settlement of issues of Notes (other than Syndicated Issues) as shall be agreed upon from time to time by the Issuer, the Trustee, the Permanent Dealers (as defined in the Dealer Agreement) and the Issuing and Paying Agent and which, at the date of this Trust Deed, are set out in Schedule A to the Dealer Agreement;

  • Time of Sale Prospectus means the Preliminary Prospectus, as amended or supplemented immediately prior to the Applicable Time, together with the free writing prospectuses, if any, identified in Schedule B hereto. As used herein, “Road Show” means a “road show” (as defined in Rule 433 under the Securities Act) relating to the offering of the Offered Shares contemplated hereby that is a “written communication” (as defined in Rule 405 under the Securities Act). All references in this Agreement to the Registration Statement, the Preliminary Prospectus, any preliminary prospectus, the Base Prospectus and the Prospectus shall include the documents incorporated or deemed to be incorporated by reference therein. All references in this Agreement to financial statements and schedules and other information which are “contained,” “included” or “stated” in, or “part of” the Registration Statement, the Rule 462(b) Registration Statement, the Preliminary Prospectus, any preliminary prospectus, the Base Prospectus, the Time of Sale Prospectus or the Prospectus, and all other references of like import, shall be deemed to mean and include all such financial statements and schedules and other information which is or is deemed to be incorporated by reference in the Registration Statement, the Rule 462(b) Registration Statement, the Preliminary Prospectus, any preliminary prospectus, the Base Prospectus, the Time of Sale Prospectus or the Prospectus, as the case may be. All references in this Agreement to amendments or supplements to the Registration Statement, the Preliminary Prospectus, any preliminary prospectus, the Base Prospectus, the Time of Sale Prospectus or the Prospectus shall be deemed to mean and include the filing of any document under the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (collectively, the “Exchange Act”) that is or is deemed to be incorporated by reference in the Registration Statement, the Preliminary Prospectus, any preliminary prospectus, the Base Prospectus, or the Prospectus, as the case may be. All references in this Agreement to (i) the Registration Statement, the Preliminary Prospectus, any preliminary prospectus, the Base Prospectus or the Prospectus, any amendments or supplements to any of the foregoing, or any free writing prospectus, shall include any copy thereof filed with the Commission pursuant to its Electronic Data Gathering, Analysis and Retrieval System (“XXXXX”) and (ii) the Prospectus shall be deemed to include any “electronic Prospectus” provided for use in connection with the offering of the Offered Shares as contemplated by Section 3(n) of this Agreement. In the event that the Company has only one subsidiary, then all references herein to “subsidiaries” of the Company shall be deemed to refer to such single subsidiary, mutatis mutandis. The Company hereby confirms its agreements with the Underwriters as follows:

  • Consortium Agreement means this consortium agreement as well as the pre-amble and all annexes hereto;

  • Formation Agreement has the meaning attributed to it in Recital A;

  • Bill of Sale means a bill or bills of sale in a form substantially in conformance with the form attached as the Exhibit B hereto.

  • 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.

  • Asset Transfer Agreement means the asset transfer agreement dated September 12, 2014 between Centurion Real Estate Opportunities Trust and Centurion Apartment REIT pursuant to which Centurion Apartment REIT seeded the initial portfolio of Centurion Real Estate Opportunities Trust.