Core Reps definition

Core Reps has the meaning set forth in Section 14(g);
Core Reps has the meaning set forth in Section 5.4(a).
Core Reps has the meaning set forth in Section 9.1.

Examples of Core Reps in a sentence

  • Review your tax identification number, demographics, and all payees linked to your group.

  • I have asked our Joint Health and Safety Core Reps to push at the Committee meetings that the HWDSB contribute resources and plan to have all secondary schools enabled with card readers and all secondary teaching staff issued swipe cards to enable a more secure work and learning space for all.

  • The representations and warranties of the Seller and the Buyer set forth in this Agreement shall survive the Closing and the consummation of the transactions contemplated hereby and continue until the date 18 months after the Closing Date, at which time they shall expire, other than the Core Reps, which shall survive indefinitely.

  • Core Reps may also be subject to a longer, sometimes indefinite, survival period for the purposes of asserting an indemnity claim.In Heritage, the Buyer negotiated for the Seller’s representation concerning the company’s customers to be designated as a Core Rep given the company’s high customer concentration in a few specific customers.

  • In addition to conducting thorough diligence into these issues, Buyers should consider including these critical representations as Core Reps in the ultimate transaction agreement to more fully protect the investment.

  • The designation of a representation as “Core” or “Fundamental” is significant because Core Reps are often carved-out of any caps or limits to a Buyer’s ability to obtain indemnification for other, non-core representations.

  • All of the representations and warranties of the Sellers, other than the Core Reps and Regulatory Reps (as each such phrase are defined below), shall survive the Closing hereunder (even if Buyer knew or had reason to know of any misrepresentation or breach of warranty at the time of Closing) and continue in full force and effect for a period of two (2) years thereafter (collectively, the “Business Reps”).


More Definitions of Core Reps

Core Reps means those representations and warranties set forth in Sections 4.1 (Organization and Qualification), 4.2 (Authority), 4.4 (Capitalization) and 4.23 (Brokers).

Related to Core Reps

  • Project Completion Date means the date on which the Completion Certificate is issued;

  • project completion period means the period of sixty (60) months commencing from and expiring on for the construction and obtaining of Temporary Occupation Permit or Permits for the whole of the Development as provided in clause 3.3;

  • New Services Queue Closing Date means each April 30 and October 31 shall be the Queue Closing Date for the New Services Queue comprised of Interconnection Requests, Completed Applications, and Upgrade Requests received during the six-month period ending on such date. New York ISO or NYISO: “New York ISO” or “NYISO” shall mean the New York Independent System Operator, Inc. or any successor thereto.

  • Projected actual emissions means the maximum annual rate, in tons per year, at which an existing emissions unit is projected to emit a regulated NSR pollutant in any one of the 5 years (12-month period) following the date the unit resumes regular operation after the project, or in any one of the 10 years following that date, if the project involves increasing the emissions unit’s design capacity or its potential to emit that regulated NSR pollutant, and full utilization of the unit would result in a significant emissions increase, or a significant net emissions increase at the major stationary source.

  • Target Business Acquisition Period means the period commencing from the effectiveness of the registration statement filed with the SEC in connection with the Company's IPO up to and including the first to occur of (i) a Business Combination; or (ii) the Termination Date.

  • Normal Operating Conditions means those Service conditions which are within the control of Grantee. Those conditions which are not within the control of Grantee include, but are not limited to, natural disasters, civil disturbances, power outages, telephone network outages, and severe or unusual weather conditions. Those conditions which are ordinarily within the control of Grantee include, but are not limited to, special promotions, pay-per-view events, rate increases, regular peak or seasonal demand periods, and maintenance or upgrade of the Cable System.

  • service delivery and budget implementation plan means a detailed plan approved by the executive mayor of a municipality in terms of section 53(l)(c)(ii) of the MFMA for implementing the municipality's delivery of municipal services and its annual budget, and which must indicate

  • Projected PJM Market Revenues means a component of the Market Seller Offer Cap calculated in accordance with Tariff, Attachment DD, section 6. Proportional Multi-Driver Project: “Proportional Multi-Driver Project” shall have the same meaning provided in the Operating Agreement. Pseudo-Tie:

  • Project Milestones means the project milestones set forth in Schedule-G;

  • Project Completion means completion of the Redevelopment in accordance with this Agreement to the state where the whole of the Morley Shopping Centre, as so redeveloped, is capable of occupation for its intended purpose;

  • Target Completion Date has the meaning given such term in Section 3.3(b).

  • Project Implementation Unit or “PIU” means the unit referred to in Section I.A.1 of Schedule 2 to this Agreement.

  • Generation Interconnection Feasibility Study means a study conducted by the Transmission Provider (in coordination with the affected Transmission Owner(s)) in accordance with Tariff, Part IV, section 36.2.

  • Cure Costs means any and all amounts, costs or expenses that must be paid or actions that must be performed pursuant to Sections 365(b) and (f) of the Bankruptcy Code in connection with assignment and assumption of any Service Contract, as ultimately determined by the Bankruptcy Court.

  • Limited Conditionality Acquisition means any Acquisition that (a) is not prohibited hereunder, (b) is financed in whole or in part with a substantially concurrent incurrence of Indebtedness, and (c) is not conditioned on the availability of, or on obtaining, third-party financing.

  • Project Deliverables means the Project deliverables set out in Schedule 2. Project Material means all the material including but not limited to documents, computer software, and data stored by any means which is created by the Fellow in the course of undertaking the Project.

  • Specified Acquisition Period means a period elected by the Borrower that commences on the date elected by the Borrower, by notice to the Administrative Agent, following the occurrence of a Specified Acquisition and ending on the earliest of (a) the third Quarterly Testing Date occurring after the consummation of such Specified Acquisition, (b) the date designated by the Borrower as the termination date of such Specified Acquisition Period, or (c) the Quarterly Testing Date on which the Borrower is in compliance with Section 7.09 as such compliance is determined as if such period was not a Specified Acquisition Period; provided, in the event the Leverage Ratio exceeds 5.00 to 1.00 as of the end of any Fiscal Quarter in which a Specified Acquisition has occurred, the Borrower shall be deemed to have so elected a Specified Acquisition Period with respect thereto on such last day of such Fiscal Quarter, and provided, further, following the election (or deemed election) of a Specified Acquisition Period, the Borrower may not elect (or be deemed to have elected) a subsequent Specified Acquisition Period unless, at the time of such subsequent election, the Leverage Ratio does not exceed 5.00 to 1.00; and provided further with respect to a Specified Acquisition by an Unrestricted Subsidiary or a joint venture, a Specified Acquisition Period may be elected by the Borrower (or may be deemed elected by the Borrower) only if the consideration for such Specified Acquisition is raised by the Borrower or a Subsidiary. Only one Specified Acquisition Period may be elected (or deemed elected) with respect to any particular Specified Acquisition.

  • Quantitative fit test or "QNFT" means an assessment of the adequacy of respirator fit by numerically measuring the amount of leakage into the respirator.

  • Equity Conditions Measuring Period means each day during the period beginning twenty (20) Trading Days prior to the applicable date of determination and ending on and including the applicable date of determination.

  • Project Completion Schedule means the progressive Project Milestones set forth in Schedule-J for completion of the Project Highway on or before the Scheduled Completion Date;

  • Material Project EBITDA Adjustments means, with respect to each Material Project:

  • Critical Energy Infrastructure Information means all information, whether furnished before or after the mutual execution of this Agreement, whether oral, written or recorded/electronic, and regardless of the manner in which it is furnished, that is marked “CEII” or “Critical Energy Infrastructure Information” or which under all of the circumstances should be treated as such in accordance with the definition of CEII in 18 C.F.R. § 388.13(c)(1). The Receiving Party shall maintain all CEII in a secure place. The Receiving Party shall treat CEII received under this agreement in accordance with its own procedures for protecting CEII and shall not disclose CEII to anyone except its Authorized Representatives.

  • Project Milestone means the project milestone set forth in Schedule-J;

  • Qualifying Replacement Capital Covenant has the meaning specified in the Replacement Capital Covenant.

  • Interconnection Feasibility Study means either a Generation Interconnection Feasibility Study or Transmission Interconnection Feasibility Study.