Asset Seller Entities definition

Asset Seller Entities means, individually, or collectively, Seller and the Subsidiaries of Seller that are identified in Schedule 1.01(a).
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Examples of Asset Seller Entities in a sentence

  • Purchaser agrees to continue to use its reasonable best efforts after the Closing to relieve the Asset Seller Entities, Xxxxxx and their respective Affiliates of all such Seller Guarantees.

  • Warranty claims of the Customer shall be excluded in the case of negligible deviation of the agreed appearance and workmanship or if the use of the product is only impaired in a more than slight manner.

  • Your firm have been appointed as auditor of financial statements of Best Manufacturers Limited for the year 2016- 17.

  • Solely with respect to the Triage Business, Seller and each other Asset Seller Entity are, and have been since January 1, 2015, in compliance with all state, federal, local, national, foreign or multinational laws, statutes, ordinances, codes, rules or regulations (“Laws”) or Judgments applicable to the Asset Seller Entities, except for such failures to comply as would not, individually or in the aggregate, reasonably be expected to be material to the Triage Business.

  • Subject to the terms and conditions of this Agreement, at the Closing, Purchaser, on behalf of itself and the other Designated Purchasers, shall (a) pay to Seller, on behalf of the Asset Seller Entities, an aggregate purchase price for the Purchased Assets in an amount in cash equal to $400,000,000 (the “Initial Purchase Price”) and (b) assume the Assumed Liabilities (together with the Initial Purchase Price, the “Purchase Price”).

  • Solely with respect to the Business, Seller and each other Asset Seller Entity are, and have been since January 1, 2015, in compliance with all state, federal, local, national, foreign or multinational laws, statutes, ordinances, codes, rules or regulations (“Laws”) or Judgments applicable to the Asset Seller Entities, except for such failures to comply as would not, individually or in the aggregate, reasonably be expected to be material to the Business.

  • Any reference herein to the Purchased Assets or Transferred Intellectual Property as of the date hereof, or at any time prior to the Closing, including in Article IV and Section 6.01 shall mean the assets, rights and properties of the Asset Seller Entities at such referenced time, which if owned on the Closing Date would be Purchased Assets.

  • Any reference herein to the Purchased Assets as of the date hereof, or at any time prior to the Closing, including in Article IV and Section 6.01 shall mean the assets, rights and properties of the Asset Seller Entities at such referenced time, which if owned on the Closing Date would be Purchased Assets.

Related to Asset Seller Entities

  • Seller Entities means, collectively, Seller and all Seller Subsidiaries.

  • Buyer Entities means, collectively, Buyer and all Buyer Subsidiaries.

  • Acquired Companies means, collectively, the Company and the Company Subsidiaries.

  • Target Companies means the Company and its Subsidiaries.

  • Seller Subsidiaries means the subsidiary partnerships of the McNeil Partnerships listed on Annex G to this Agreement (the "Subsidiary Partnerships") and the subsidiary corporations listed on Annex F to this Agreement (the "Subsidiary Corporations") which hold GP Interests in certain of the Subsidiary Partnerships.

  • Transferred Entities means the entities set forth on Schedule 1.5.

  • Acquired Entities means the Company and the Company Subsidiaries.

  • Seller Parties has the meaning set forth in the preamble to this Agreement.

  • Acquired Company means any business, corporation or other entity acquired by the Company or any Subsidiary.

  • Seller Group means, at any time, the group of companies comprised of Xxxxx Fargo & Company and its subsidiaries at that time.

  • Seller Parent has the meaning set forth in the Preamble.

  • Buyer Parties means Buyer, its respective Affiliates and the former, current or future equity holders and Representatives of each of the foregoing.

  • Seller Affiliate means any Affiliate of Seller.

  • Company Entities means the Company and the Company Subsidiaries.

  • Seller Affiliates has the meaning assigned to such term in Section 2.7.1;

  • Seller has the meaning set forth in the preamble.

  • Seller Group Member means (a) Seller and its Affiliates, (b) directors, officers and employees of Seller and its Affiliates and (c) the successors and assigns of the foregoing.

  • Sellers has the meaning set forth in the preamble.

  • Transferred Subsidiaries shall have the meaning set forth in the Recitals.

  • Company Subsidiaries means the Subsidiaries of the Company.

  • Target Company means each of the Company and its direct and indirect Subsidiaries.

  • Acquired Assets has the meaning set forth in Section 2.1.

  • Group Companies means the Company and its Subsidiaries.

  • Buyer has the meaning set forth in the preamble.

  • Seller’s Group means the Seller and any company which is, on or after the date of this Agreement, a subsidiary or holding company of the Seller or a subsidiary of a holding company of the Seller, and excludes, for the avoidance of doubt, any Group Company, and "Seller's Group Company" shall be construed accordingly.

  • Acquired Subsidiaries means Subsidiaries of the Failed Bank acquired pursuant to Section 3.1.