Applicable Buyer definition

Applicable Buyer has the meaning set forth in Section 3.01 of this Agreement.
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Applicable Buyer means, in the case of any Exchange and Exchanging Holder, (i) if the relevant acquisition is described in clause (i) of the definition of Exchange, Buyer (or, if PubCorp or another wholly-owned Subsidiary is treated for U.S. federal income tax purposes as the purchaser in such acquisition, PubCorp or such Subsidiary (as the case may be)) and (ii) in any other case, Buyer.
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Applicable Buyer means JPM in the case of the Banking Business and BNY in the case of the Corporate Trust Business.
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Examples of Applicable Buyer in a sentence

  • Each such Tax Benefit Payment shall be made by wire transfer of immediately available funds to the bank account previously designated in writing by such TRA Party to the Applicable Buyer or as otherwise agreed by the Applicable Buyer and such TRA Party.

  • Each of the Applicable Buyer and the Applicable Seller shall bear all fees and costs incurred by it in connection with the determination of the Applicable Allocation Statement, except that the parties shall each pay one-half (50%) of the fees and expenses of such accounting firm.

  • The Applicable Allocation Statement, as agreed upon by the Applicable Buyer and the Applicable Seller and/or determined under this Section 4.6(a), shall be final and binding upon the parties.

  • In the event that the Applicable Seller objects in writing within such 30-day period, the Applicable Buyer and the Applicable Seller shall negotiate in good faith to resolve the dispute.

  • Each Applicable Buyer is acquiring the Acquired Equity Interests, as applicable, upon the terms and subject to the conditions set forth in this Agreement for its own account only and not with a view to (or for) resale in connection with any public sale or distribution thereof.

  • Any employee benefits provided to such Transferred Employees will be provided under existing or newly established employee benefit plans which will, in either case, be employee benefit plans of Buyer, a Subsidiary of Buyer, the Company or a Division Entity (any such employee benefit plan in which Transferred Employees participate, the "Applicable Buyer Plan") and which may be modified at any time.

  • In 2020, Lots 1 and 3 were combined through the Lot Consolidation process to create Lot 1A.

  • As indicated in the framework, central to the evidence-based practice process are the client and the context of therapy.

  • Each Applicable Buyer acknowledges that the Acquired Equity Interests are not registered under the Securities Act or any other Securities Laws, and that the Acquired Equity Interests may not be transferred or sold except pursuant to the registration provisions of, or an applicable exemption from, applicable Securities Laws.

  • At the Closing, Buyer shall cause the Applicable Buyer Designee to execute and Seller shall execute, an Internal Revenue Service Form 8023 and any similar forms under applicable state income tax law, all of which have been mutually agreed to by Seller and the applicable Buyer Designee (the "Forms") with respect to the applicable Buyer Designee's respective purchases of the shares of Natoco and Naloco.


More Definitions of Applicable Buyer

Applicable Buyer means, with respect to any Acquired Equity Interests, the purchaser of such Acquired Equity Interests (which, for the avoidance of doubt, shall be (a) either Buyer or the Subsidiary Buyer in the case of the Acquired ROW Equity Interests and (b) the Subsidiary Buyer in the case of the Irish New Equity Interests), in each case, in accordance with the Consideration Allocation Schedule and Section 1.03.
Sample 1
Applicable Buyer means ReadyCap with respect to the Transferred 7(a) Loans, the SBA License and the other Purchased Assets directly related to such Transferred 7(a) Loans and Xxxxxxxxxx with respect to the Transferred 504 Loans, the other Purchased Assets directly related to the Transferred 504 Loans and all other Purchased Assets.
Sample 1
Applicable Buyer means ReadyCap with respect to the Transferred CIT Bank 7(a) Loans and the other CIT Bank Purchased Assets directly related to such Transferred CIT Bank 7(a) Loans and Xxxxxxxxxx with respect to the Transferred CIT Bank 504 Loans, the other CIT Bank Purchased Assets directly related to the Transferred CIT Bank 504 Loans and all other CIT Bank Purchased Assets.
Sample 1

Related to Applicable Buyer

  • Prospective Buyer means any person or entity negotiating or offering to become an owner or lessee of residential real property by means of a transfer for value to which this Act applies.

  • Project Buyer means the City’s employee assigned to serve as the contact person for Bidders/Sellers responding to Invitations For Bid or completing contracts herein.

  • Qualified buyer means an applicant who meets the criteria in section 4.

  • the Buyer means the person who accepts a quotation or offer of the Seller for the sale of the Goods or whose order for the Goods is accepted by the Seller;

  • Purchaser means the organization purchasing the goods.

  • Capacity Market Buyer means a Member that submits bids to buy Capacity Resources in any Incremental Auction.

  • U.S. Purchaser is (a) any U.S. Person that purchased Units, (b) any person that purchased Units on behalf of any U.S. Person or any person in the United States, (c) any purchaser of Units that received an offer of the Units while in the United States, (d) any person that was in the United States at the time the purchaser’s buy order was made or the subscription agreement for Units was executed or delivered;

  • Purchaser Parent has the meaning set forth in the preamble to this Agreement.

  • Third Party Buyer means any Person other than (i) the Company or any of its Subsidiaries, (ii) any employee benefit plan of the Company or any of its Subsidiaries, (iii) the Investors or (iv) any Affiliates of any of the foregoing.

  • Third Party Purchaser means any Person who, immediately prior to the contemplated transaction, (a) does not directly or indirectly own or have the right to acquire any outstanding Common Stock or (b) is not a Permitted Transferee of any Person who directly or indirectly owns or has the right to acquire any Common Stock.

  • Applicable Canadian Securities Laws means, collectively, and as the context may require, the applicable securities legislation of each of the provinces and territories of Canada, and the rules, regulations, instruments, orders and policies published and/or promulgated thereunder, as such may be amended from time to time prior to the Effective Date;

  • Proposed Purchaser shall have the meaning set forth in Section 5.7(a).

  • The Purchaser means the organization purchasing the Goods, as named in SCC.

  • Applicable Securities Laws means the applicable securities legislation of each relevant province and territory of Canada, as amended from time to time, the rules, regulations and forms made or promulgated under any such statute and the published national instruments, multilateral instruments, policies, bulletins and notices of the securities commission and similar regulatory authority of each province and territory of Canada.

  • Purchaser Affiliate means any affiliate of the Purchaser, including a transferee who is an affiliate of the Purchaser, and any person who controls the Purchaser or any affiliate of the Purchaser within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act; and

  • Standby Purchaser shall have the meaning set forth in the preamble hereof.

  • Purchaser/ User means ultimate recipient of goods and services

  • Purchaser Representative means any person who satisfies all of the following conditions or who the issuer reasonably believes satisfies all of the following conditions:

  • Buyer has the meaning set forth in the preamble.

  • Applicable Securities Law means (i) with respect to any offering of securities in the United States of America, or any other act or omission within that jurisdiction, the securities law of the United States, including the Exchange Act and the Securities Act, and any applicable law of any State of the United States, and (ii) with respect to any offering of securities in any jurisdiction other than the United States of America, or any related act or omission in that jurisdiction, the applicable laws of that jurisdiction.

  • Prospective Purchaser shall have the meaning set forth herein in Section 2.2(a).

  • Retail buyer or "buyer" means a person who buys goods and services, or services from a contractor pursuant to a home improvement installment contract, or goods and services from a contractor pursuant to a home improvement charge agreement.

  • Purchaser Counsel has the meaning set forth in Section 6.2(a).

  • Per Share Purchase Price equals $1.00, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur after the date of this Agreement.

  • VWAP Purchase Share Estimate means the number of shares of Common Stock that the Company has in its sole discretion irrevocably instructed its Transfer Agent to issue to the Buyer via the Depository Trust Company (“DTC”) Fast Automated Securities Transfer Program in connection with a VWAP Purchase Notice pursuant to Section 1(c) hereof and issued to the Buyer’s or its designee’s balance account with DTC through its Deposit Withdrawal At Custodian (DWAC) system on the VWAP Purchase Date (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction).

  • Secondary Seller means the Seller whose Bid City selected as a back-up supplier in the event the Primary Seller is unable to provide all the Goods and/or Services required.