Seller Bank definition

Seller Bank has the meaning set forth in the Recitals to this Agreement.
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Seller Bank has the meaning set forth in the Preamble.
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Seller Bank means MUFG Bank, Ltd.
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Examples of Seller Bank in a sentence

  • The parties to this Xxxx of Sale are the following: Seller: Bank of America, National Association Purchaser: Xxxxxx Xxxxxxx Capital I Inc.

  • Buyer, Buyer Bank, Seller, and Seller Bank have each caused this Agreement to be executed by their duly authorized officers, and the Executive has signed this Agreement, effective as of the date first above written.

  • Seller, Seller Bank, Buyer, and Buyer Bank may withhold from any amounts payable under this Agreement such federal, state, or local taxes as may be required to be withheld pursuant to applicable law or regulation.

  • Investor is only relying on the representations and warranties contained in Article II, Article III and Article IV in making its investment decision, and not any other statements made by Seller Parent, Seller, Bank or any of their Representatives.

  • This Agreement and the Other Investment Agreements have been duly and validly executed and delivered by Seller Parent and (assuming due authorization, execution and delivery by each of Seller, Bank and Investor) constitute legal, valid and binding obligations of Seller Parent, enforceable against Seller Parent in accordance with their respective terms (except in all cases as such enforceability may be limited by the Enforceability Exceptions).


More Definitions of Seller Bank

Seller Bank shall have the meaning ascribed thereto in the recitals.
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Seller Bank is defined in the recitals hereto.
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Seller Bank means Bridgeport Savings and Loan Association, an Ohio-chartered savings and loan association and wholly owned subsidiary of Seller.
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Seller Bank means Spirit of Texas Bank SSB, a state savings bank under the laws of Texas and a wholly owned Seller Subsidiary.
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Seller Bank means Potters Bank, an Ohio-chartered state savings bank and wholly owned subsidiary of Seller.
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Seller Bank means MUFG Bank, Ltd. “Seller Benefit Plan” means each Employee Plan with respect to which the Sellers or any of their respective Subsidiaries (other than the Bank or the Transferred Subsidiaries) maintains, or sponsors, in each case, for the benefit of any Business Employee, excluding, in each case, any Multiemployer Plan. “Seller Holdco” has the meaning set forth in the Preamble. “Seller Indemnified Party” has the meaning set forth in Section 8.1(c). “Seller Marks” has the meaning set forth in Section 5.11(a). “Seller Tax Period” means any taxable period ending on or before the Closing Date and, with respect to a Straddle Period, the portion of such taxable period ending on and including the Closing Date. “Seller Tax Return” has the meaning set forth in Section 5.9(b). “Sellers’ Disclosure Schedule” has the meaning set forth in ARTICLE 3. “Sellers’ Fundamental Warranties” means, with respect to the representations and warranties set forth in Section 3.1 (Organization, Standing and Authority), Section 3.2 (Capital Structure) (other than the last sentence of Section 3.2(a)), Section 3.3 (Subsidiary Equity Holdings) and Section 3.4 (Corporate Authorization and Binding Effect) and, solely for purposes of Section 8.1, Section 3.12 (No Brokers). “Shared Software” means all software, firmware and middleware (in each case, in object code and source code) owned by the Bank or any of the Transferred Subsidiaries and used in the businesses of the Seller and its Affiliates (other than the Bank and the Transferred Subsidiaries, but including (i) the businesses conducted by the Bank and the Subsidiaries described in Schedule 4 attached hereto, and (ii) the Excluded Assets and Liabilities). “Shares” has the meaning set forth in the Recitals. “Special Dividend Amount” means an amount equal to the maximum amount approved by the OCC for the declaration and payment of a dividend by the Bank or any other return of, or reduction in, the Bank’s capital in connection with the consummation of the Transactions; provided that (a) the Special Dividend Transaction shall not result in the Estimated Closing TBV being more than the Maximum Closing TBV and (b) if the Special Dividend Transaction would result in the Estimated Closing TBV being less than the Target Closing TBV, then the Special Dividend Amount shall be reduced to an amount so that the Special Dividend Transaction would result in the Estimated Closing TBV being equal to the Target Closing TBV. “Special Dividend Approval” ...
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Seller Bank means Pennwood Savings Bank, a Pennsylvania-chartered savings bank and wholly owned subsidiary of Seller.
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