Examples of Acquisition LLCs in a sentence
Seller Group and its Affiliates (other than the Acquisition LLCs) (the "Retained Liability Group") shall be responsible for all Retained Liabilities of Seller Group, any Affiliate of Seller Group and any Predecessor, successor in interest, Related Person, lessee, sublessee or contractor.
The Certificates of Formation, Operating Agreements, Special Warranty Deeds, the State Lease Assignments, Assignment of Xxx Ranch Surface Rights, Leases, Coal Lease Assignments, and other agreements relating to the formation of the Acquisition LLCs and the transfer of the Assets thereto, each duly executed and delivered by the appropriate Parties thereto.
The Seller Group and its Affiliates (other than Holding LLC or the Acquisition LLCs) shall be responsible, severally (but not jointly and severally unless otherwise so liable under applicable law), for all of their respective Liabilities, including Health Benefit Obligations, other than the Assumed Liabilities.
Seller Group shall pay all Taxes associated with the transfer of the Assets into the Acquisition LLCs. Seller and Buyer shall bear equally any Transfer Taxes (other than Income Taxes) due and payable, if any, in connection with the sale, conveyance, assignment, transfer, and delivery of the Membership Interests from Seller to the Buyer pursuant to this Agreement.
Seller Group and its Affiliates have not and shall not contribute or otherwise transfer, whether voluntarily, by operation of law or otherwise, any Retained Liabilities to the Acquisition LLCs or Buyer.
Except as otherwise set forth in this Agreement, and without limiting the indemnification provisions contained in Article 7, (a) the Acquisition LLCs will bear all expenses incurred after Closing, and be entitled to all proceeds arising after Closing, in connection with the Current Facilities and (b) the applicable Sellers will bear all expenses incurred prior to Closing, and be entitled to all proceeds arising prior to Closing, in connection with the Current Facilities.
Each of the Acquisition LLCs is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware with the limited liability company power and authority to own the Assets.
Coupling techniques for mechanical systems described as DAEs are assembled in this section.
WHLP Acquisition LLC's sole member is Starwood Hotels & Resorts Worldwide, LLC, whose sole member is Mars Merger Sub, LLC.
The equilibrium abatement strategy vector q* for coalition structure c is derived as a Nash equilibrium between coalitions.