6 definition

6 <PAGE. > "SEC" shall mean the Securities and Exchange Commission. "SECURITIES ACT" shall mean the Securities Act of 1933, as amended from time to time. "SELECTED AUDITOR" shall mean Ernst & Young. "SELLER" has the meaning set forth in the preamble. "SELLER ADJUSTMENT PAYMENT" has the meaning set forth in Section 2.2(b). "SELLER DISCLOSURE LETTER" means the disclosure letter delivered by Seller to Purchaser concurrently with the execution and delivery of this Agreement. "SELLER REVIEW PERIOD" has the meaning set forth in Section 2.2(d). "SGS" has the meaning set forth in Section 8.5. "SOFTWARE LICENSE AGREEMENT" has the meaning set forth in Section 9.2. "SUBJECT BUSINESS" has the meaning set forth in the recitals. "TAX RETURNS" means returns, reports, statements, declarations, forms and information statements with respect to Taxes, including any schedule or attachment thereto, required to be submitted to or be filed with the IRS or any other federal, foreign, state, local or provincial taxing authority, domestic or foreign. "TAXES" or "TAX," as applicable, means taxes, fees, assessments, levies, duties, tariffs, imports, and governmental impositions or charges of any kind in the nature of (or similar to) taxes, payable to any federal, state, local or foreign taxing authority whether or not disputed, including without limitation (a) income (including whether or not based upon net income, gross income, income as specially defined, earnings, profits or selected items of income, earnings or profits), franchise, profits, gains, gross receipts, excise, sales, use, ad valorem, transfer, net worth, value added, license, withholding, payroll, employment, social security (or similar), workers' compensation, unemployment compensation, environmental, utility, excise, severance, production, stamp, occupation, premium, customs duties, property or windfall profits, alternative or add-on minimum taxes, or any other tax of any kind whatsoever, together with all interest and penalties, additions to tax and other additional amounts imposed by any taxing authority (domestic or foreign), and (b) any liability for the payment of any amount of the type described in the immediately preceding clause (a) as a result of (1) being a "transferee" within the meaning of Section 6901 of the Code or any other applicable Law, (2) being a member of an affiliated or combined group within the meaning of the Code or any other applicable Law or (3) any contractual obligation. "THIRD PARTY CLAIM" means ...
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Examples of 6 <PAGE in a sentence

  • Buyer and Seller agree that the purchase price for any Put Bond shall be the price paid by Seller for such Put Bond (the “Put Bond Purchase Price”).

  • AMOUNTS PAYABLE UNDER THIS CONTRACT MAY BE SUBJECT TO AN UPWARD OR DOWNWARD MARKET VALUE ADJUSTMENT (SEE PART 6, PAGE 7 and Specifications Page S.2).

  • PARCEL 3: AN UNDIVIDED 2/3RDS INTEREST IN AND TO THE FOLLOWING DESCRIBED PROPERTY: THAT PORTION OF ▇▇▇ ▇ ▇▇ ▇▇▇▇▇ ▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇ THE CITY OF ▇▇▇▇▇▇ VALLEY, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY MAP ON FILE IN BOOK 6 PAGE 13 OF MAPS, RECORDS OF SAN BERNARDINO COUNTY, CALIFORNIA, DESCRIBED AS FOLLOWS: COMMENCING AT A POINT ON THE EAST LINE OF SAID LOT 2 ALONG THE SOUTH LINE OF THE NORTHERLY RECTANGULAR 60.00 FEET CONVEYED TO THE COUNTY OF RIVERSIDE, AS INSTRUMENT NO.

  • At the time of execution of this document, Argus Resources, ▇▇▇▇▇▇▇ Harvey, Moran, and White Caps will convey all of their interests, including the 24.5% owned, held, or assigned to by and for Argus, in the Manhattan project including previously identified claims (para) 1(c)(i)(ii)(iii)(iv), without limitation, including 6 <PAGE> entire right, title, and interest in and to any claims, leases, or other property constituting the Manhattan project.

  • The Company and the Executive 6 <PAGE> shall agree on the identity of a physician to resolve any question as to the Executive's disability.

  • Such title sponsorships must not conflict with CART Series sponsors (presently 6 <PAGE> 8 Monterrey Promoter Agreement March 28, 2000 Draft #4 FedEx) or co-Series sponsors.

  • The term of the Company commenced upon the filing of the Certificate of Formation in accordance with the Act and shall continue in existence in perpetuity or until the earlier FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF HEP LOGISTICS GP, L.L.C. 6 <PAGE> dissolution of the Company in accordance with the provisions of Article IX.

  • Except as 6 <PAGE> disclosed on Schedule 2.6(b), the Seller Financial Statements have been (and the Additional Financial Statements will be) prepared in accordance with GAAP and reflect the consistent application of GAAP throughout the periods involved, except as expressly disclosed in the notes to such financial statements and except for normal year-end adjustments in the case of the unaudited Seller Financial Statements that were prepared for the seven-month period ended July 31, 2004.

  • If more than one agreement for arbitration by or between the parties potentially applies to a dispute, the arbitration provision most directly related 6 <PAGE> to the documents between the parties or the subject matter of the dispute shall control.

  • Any sale of a Product shall include the copyright, trademark and other proprietary rights notices as are contained on the masters of such Product (including the documentation) or as may be 6 <PAGE> specified from time to time by Riverdeep.