Seller's Approval definition

Seller's Approval means approval in writing by Seller's Real Estate Investments Department and either Seller's Law Department or Seller's special counsel. "Space Lease" means any lease or occupancy agreement affecting a portion of the space in the Real Property. "Space Tenant" means a tenant under a Space Lease. "Impositions" mean all real estate and other taxes, assessments, water and sewer charges, vault and other license or permit fees, liens, fines, penalties, interest, impositions, and other similar claims, general and special, public and private, of any kind whatsoever which may be assessed, liened, confirmed, imposed upon or become due or payable out of, all or any part of, the Mortgaged Property. "Loan Documents" means the Note, the Mortgage, the Security Agreement and any other instrument, document or agreement evidencing or securing the indebtedness evidenced by the Note.
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Seller's Approval means the votes or approvals of the Seller necessary to execute this Agreement and to consummate the transactions contemplated hereby substantially on the terms set forth herein.
Sample 1

Examples of Seller's Approval in a sentence

  • Upon entry of the Sellers' Approval Orders, none of such Real Property Leases included in the Designated Contracts will require the consent of any party to its assignment in connection with the transactions contemplated hereby.

  • Section 4.02 of the Agreement relating to the Seller's Approval Notice shall be modified by deleting the phrase "prior to the end of the Feasibility Period" in the 14th and 17th lines of the Section and replacing it with the phrase "prior to February 27, 2004" in each instance.

  • If the entry of the Sellers' Approval Orders is denied by the Bankruptcy Court, this Agreement shall be of no force and effect, at law or in equity.

  • If Seller fails to deliver Seller's Approval Notice on the later of the end of the Feasibility Period or within five days after a request from Buyer, this Agreement shall terminate, the Initial Deposit shall be returned to Buyer and the parties shall have no further obligation hereunder to each other except Buyer's obligations under Sections 4.01.A and 8.15.

  • There is no action, suit or proceeding pending against, or to the best of the Borrower’s knowledge, threatened against or affecting, the Borrower or any Subsidiary before any Governmental Authority or arbitrator (i) in which there is a reasonable possibility of an adverse decision which could have a Material Adverse Effect or (ii) which in any manner draws into question the validity or enforceability of the Loan Documents.

  • At the Closing, and subject to the entry of Sellers' Approval Orders and the Bidding Procedures Order by the Mariner Bankruptcy Courts, Sellers shall have the power and the right to sell, convey, transfer, assign, and deliver to Purchaser the Owned Real Property free and clear of all Liens other than Liens set forth on Schedule 5.3(a), and shall convey to Purchaser insurable title to the Owned Real Property.

  • The Sellers Approval is the only vote of holders of Units required under Illinois Law, the Articles of Formation, operating agreement or other governing documents of the Companies, to legally adopt this Agreement and to approve the Merger and the other Transactions.

  • Notwithstanding the foregoing, this Section 7.13(a) shall not in any way limit the disclosure of information by GHV or Purchaser to the extent reasonably required in connection with the efforts to obtain entry of the Bidding Procedures Order, the Sellers' Approval Orders, the Purchasers' Approval Order, and any other orders related to the consummation of the transactions contemplated by this Agreement.

  • At the Closing, and subject to the entry of Sellers' Approval Orders by the Mariner Bankruptcy Courts, Sellers shall have the power and the right to sell, convey, transfer, assign, and deliver to Purchaser the Owned Real Property free and clear of all Liens other than Liens set forth on Schedule 5.3(a), and shall convey to Purchaser insurable title to the Owned Real Property.

  • If the entry of the Sellers' Approval Orders or the Purchaser's Approval Order is denied by the Bankruptcy Court, this Agreement shall be of no force and effect, at law or in equity.

Related to Seller's Approval

  • CFIUS Approval means that any of the following shall have occurred: (a) the review period under the DPA commencing on the date that a CFIUS Notice is accepted by CFIUS shall have expired and Xxx, on the one hand, and Polaris, on the other hand, shall have received written notice from CFIUS to the effect that such review has been concluded and that either the Contemplated Transactions do not constitute a “covered transaction” under the DPA or there are no unresolved national security concerns, and all action under the DPA is concluded with respect to the Contemplated Transactions, (b) an investigation under the DPA shall have been commenced after such review period and CFIUS shall have determined to conclude all action under the DPA without sending a report to the President of the United States, and Xxx, on the one hand, and Polaris, on the other hand, shall have received written notice from CFIUS that either the Contemplated Transactions do not constitute a “covered transaction” under the DPA or there are no unresolved national security concerns, and all action under the DPA is concluded with respect to the Contemplated Transactions, or (c) CFIUS shall have sent a report to the President of the United States requesting the President’s decision and either (i) the President shall have announced a decision not to take any action to suspend or prohibit the Contemplated Transactions or, (ii) the period under the DPA during which the President may announce his decision to take action to suspend, prohibit or place any limitations on the Contemplated Transactions shall have expired without any such action being threatened, announced or taken.

  • IRB approval means the determination of the IRB that the research has been reviewed and may be conducted at an institution within the constraints set forth by the IRB and by other institutional and federal requirements.

  • CPUC Approval means a final and non-appealable order of the CPUC, without conditions or modifications unacceptable to the Parties, or either of them, which contains the following terms:

  • HSR Approval means expiration of all applicable waiting periods under the HSR Act (including any voluntary agreed extensions) or earlier termination thereof.

  • FCC Approval means the FCC’s grant of the FCC Applications; provided that the possibility that an appeal, request for stay, or petition for rehearing or review by a court or administrative agency may be filed with respect to such grant, or that the FCC may reconsider or review such grant on its own authority, shall not prevent such grant from constituting FCC Approval for purposes of the Plan.

  • MAA Approval means approval of an MAA by the applicable Regulatory Authority for marketing and sale of a Product in the Collaborator Territory, but excluding any Pricing and Reimbursement Approval.

  • Required Consents shall have the meaning set forth in Section 4.5.

  • Requisite Regulatory Approvals has the meaning set forth in Section 7.01(b).

  • Required Consent has the meaning set forth in Section 4.4.

  • Key Regulatory Approvals means those sanctions, rulings, consents, orders, exemptions, permits and other approvals (including the lapse, without objection, of a prescribed time under a statute or regulation that states that a transaction may be implemented if a prescribed time lapses following the giving of notice without an objection being made) of Governmental Entities as set out in Schedule C hereto;

  • Seller Consents has the meaning set forth in Section 3.03.

  • Price Approval means, in any country where a Governmental Authority authorizes reimbursement for, or approves or determines pricing for, pharmaceutical products, receipt (or, if required to make such authorization, approval or determination effective, publication) of such reimbursement authorization or pricing approval or determination (as the case may be).

  • Project Approvals means all approvals, consents, waivers, orders, agreements, authorizations, permits and licenses required under Applicable Laws or under the terms of any restriction, covenant, easement or agreement affecting all or any applicable Phase of the Project, or otherwise necessary or desirable for the ownership, acquisition, construction, development, equipping, use or operation of the Project.

  • Final Approval Order means the entry of the order and final judgment approving the Settlement Agreement, implementing the terms of this Settlement Agreement, and dismissing the Class Action with prejudice, to be proposed by the Settling Parties for approval by the Court, in substantially the form attached as Exhibit D hereto.

  • Required Regulatory Approvals means the Seller Required Regulatory Approvals and the Buyer Required Regulatory Approvals.

  • Regulatory Approvals means any registrations, licenses, authorizations, permits or approvals issued by any Governmental Authority and applications or submissions related to any of the foregoing.

  • Pre-approval means written notification via a pre-approval letter to Customer that Ameren Illinois has reviewed Customer's Application and determined that the project meets the program eligibility requirements for a maximum pre-approved incentive amount if the project is completed by the estimated completion date and all final application paperwork is submitted and approved.

  • FCC Consent means action by the FCC granting its consent to the assignment of the FCC Licenses to Buyer as contemplated by this Agreement.

  • Company Approvals has the meaning set forth in Section 3.5(b).

  • NDA Approval means the Approval of an NDA by the FDA for a Product in the U.S.

  • Final Approval Hearing means the hearing before the Court where the Parties will request the Final Judgment to be entered by the Court approving the Settlement Agreement, the Fee Award, and the incentive award to the Class Representative.

  • Initial approval means authorization to admit students and enter into contractual agreements for clinical facilities. It is granted only after an application has been submitted, reviewed and a survey visit made by the Board. No students shall be admitted to the program until the institution has received written notification that initial approval has been granted. Failure to comply will delay initial approval.

  • Disclosure Statement Approval Order means the Final Order approving, among other things, the adequacy of the Disclosure Statement pursuant to section 1125 of the Bankruptcy Code.

  • Final Approval means the Court’s order granting final approval of the Settlement.