Diversey Business definition

Diversey Business means, as constituted as of immediately prior to the Closing, assuming (a) compliance by SEE with Section 5.1 in all material respects and (b) the accuracy of the representations and warranties set forth in Section 3.6 as of the Closing, the businesses, activities, and operations reflected in the Financial Statements that constitute (i) the Diversey Care division of SEE and (ii) the food hygiene and cleaning business within SEE’s Food Care division, which businesses, activities, and operations include (A) the Transferred Diversey Companies and their Subsidiaries and (B) the development, manufacturing, marketing, distribution, licensing and sale (including, with respect to machines and equipment, providing such machines and equipment free on loan) of hygiene and cleaning solutions chemicals and disinfectants (including consumer-branded products and private-labeled products), re-sealable food storage bags and related products and services (whether or not marketed under the “Cryovac” brand (which branding shall be subject to the terms and conditions of the Trademark License Agreement (CRYOVAC Mxxx))), cleaning Annex 1 - 10 805351.02-WILSR01A - MSW in place products, open plant cleaning products, bottle-washing products, conveyor belt lubricants, bottle masking and bottle anti-scuffing products, floor care and carpet care robotics and machines (including parts and accessories), cleaning tools and equipment, products and services marketed under the “Diversey,” “TASKI,” “KBS,” “CIPTEC,” “Dryformance,” “Oxivir,” “Accel,” and “Intellibot” brands, cleaning and hygiene utensils and paper products, the “Internet of Clean” and related platforms, accelerated hydrogen peroxide (AHP)-based cleaners and disinfectants, UV disinfection devices and accessories, and equipment and systems used to dispense, dose, monitor, or control any of the foregoing, and advice, training, consultancy, audit, repair, installation and maintenance services, hygiene control, and monitoring systems, water and energy management systems, line productivity management systems, food safety management systems, reporting and analysis tools and the provision of software, in all cases to commercial, industrial and institutional end users.

Examples of Diversey Business in a sentence

  • Represents costs incurred by Sealed Air related to the sale of the Predecessor Diversey Business in the 2017 Acquisition that were included in the operating results of the Predecessor Diversey Business.

  • These amounts reflect the historical overhead expenses allocated by Sealed Air to the Diversey Business which were identified by management through its analysis of the Diversey Business’ personnel and functional areas as the expenses that would not have been incurred by the Diversey Business had it been operated as a standalone entity.

  • SEE has made available to Buyer all relevant material and non-privileged environmental audits, reports, and other relevant material and non-privileged environmental investigatory and remedial documents pertaining to the Diversey Business, including its current properties, facilities, or operations, in each case which are in its possession or control.

  • As a result, the Diversey Business received certain allocated charges as discussed more fully in the notes accompanying such Unaudited Financial Statements.

  • Each of the Transferred Diversey Companies and the Transferred Diversey Companies’ Subsidiaries has all requisite power and authority to conduct its business as it is now being conducted and to own, lease and operate its property and assets, except where the failure to have such power and authority would not, in the aggregate, reasonably be expected to be material to the Diversey Business, taken as a whole.

  • Accordingly, this clinic is staffed with a mix of licensed nurses and MAs. A clinic director is shared between Conrad and Marshalltown.

  • Such charges do not necessarily reflect the amounts which would have resulted from arms-length transactions or which the Diversey Business would incur on a stand-alone basis.

  • Each of the Transferred Diversey Companies and the Transferred Diversey Companies’ Subsidiaries is qualified or licensed to do business in each jurisdiction in which ownership of property or the conduct of its business requires such qualification or license, except where the failure to be so qualified or licensed would not reasonably be expected to be material to the Diversey Business, taken as a whole.

  • All such Permits are in full force and effect and, to the Knowledge of SEE, no cancellation or suspension of any Permit is pending, except for any such Permit for which the failure to have or be in full force and effect or the cancellation or suspension of which would not reasonably be expected to be material to the Diversey Business, taken as a whole.

  • Subject to the receipt of the required consents and approvals set forth on Section 3.4(b) of the Seller’s Disclosure Schedule and Buyer’s performance of its obligations in Section 5.3 and Section 5.4 prior to the Closing, immediately following the Closing, the Transferred Diversey Companies and their Subsidiaries will hold all Permits except where the failure to have a Permit would not reasonably be expected to be material to the Diversey Business, taken as a whole.

Related to Diversey Business

  • Company Business means the business of the Company and its Subsidiaries as presently conducted.

  • Alarm business means the business by any individual, partnership, corporation, or other entity of selling, leasing, maintaining, servicing, repairing, altering, replacing, moving or installing any alarm system or causing to be sold, leased, maintained, serviced, repaired, altered, replaced, moved or installed any alarm system in or on any building, structure or facility.

  • Subject Business means the policy or policies that are the subject of the Insurance Business Transfer Plan.

  • Cannabis business means any business activity involving cannabis, including but not limited to cultivating, transporting, distributing, manufacturing, compounding, converting, processing, preparing, storing, packaging, delivering, testing, dispensing, retailing and wholesaling of cannabis, of cannabis products or of ancillary products and accessories, whether or not carried on for gain or profit.

  • Parent Business shall have the meaning set forth in the Separation and Distribution Agreement.

  • the Business means the usual work and activities carried on by the Insured pertaining to his business as specified in the Schedule and no others.

  • Public business means and includes all matters which relate in any way, directly or indirectly, to the performance of the public body’s functions or the conduct of its business.

  • food business means any undertaking, whether for profit or not and whether public or private, carrying out any of the activities related to any stage of production, processing and distribution of food;

  • Retained Business means any business now, previously or hereafter conducted by Seller or any of its Subsidiaries or Affiliates other than the Business.

  • home business means a business, service or profession carried out in a dwelling or on land around a dwelling by an occupier of the dwelling which —

  • Microbusiness means a licensee that may act as a cannabis

  • Excluded Business has the meaning set forth in Section 6.10.

  • Licensed Business means the activities connected with the conveyance of

  • Financial Services Business for purposes of this Unit Agreement shall mean the business of banking, including deposit, credit, trust and investment services, mortgage banking, asset management, and brokerage and investment banking services. (C) The term "Managerial Responsibilities" for purposes of this Unit Agreement shall mean managerial and supervisory responsibilities and duties that are substantially the same as that Grantee is performing for SunTrust or a SunTrust Affiliate on the date of this Unit Agreement. (D) The term "SunTrust Affiliate" for purposes of this Unit Agreement shall mean any corporation which is a subsidiary corporation (within the meaning of §424(f) of the Code) of SunTrust except a corporation which has subsidiary corporation status under §424(f) of the Code exclusively as a result of SunTrust or a SunTrust Affiliate holding stock in such corporation as a fiduciary with respect to any trust, estate, conservatorship, guardianship or agency. (E) The term "Territory" for purposes of this Unit Agreement shall mean the states of Alabama, Florida, Georgia, Maryland, North Carolina, South Carolina, Tennessee, Virginia, and the District of Columbia, which are the states and Territories in which SunTrust has significant operations on the date of this Unit Agreement. (F) "Trade Secret" for purposes of Unit Agreement shall mean information, including, but not limited to, technical or nontechnical data, a formula, a pattern, a compilation, a program, a device, a method, a technique, a drawing, a process, financial data, financial plans, product plans, or a list of actual or potential customers or suppliers that: (i) derives economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by, other persons who can obtain economic value from it is disclosure or use, and (ii) is the subject of reasonable efforts by SunTrust or a SunTrust Affiliate to maintain its secrecy.

  • Supply Business means the licensed business of the Licensee and anyaffiliate or related undertaking of the Licensee as a Supplier but shall not include the business carried out by the Board in its capacity as public electricity supplier;

  • Covered Business means (A) during the term, any business in which the Company is engaged and (B) after the Term, any business in which the Company was engaged as of the end of the Term.

  • Micro Business means a company which either:

  • Qualified business means an eligible business that:

  • Transferred Business has the meaning ascribed to such term in the Separation Agreement.

  • Excluded Businesses means Business types which are excluded from application for an Inter-Community Business Licence and includes those Business types referred to in Schedule “A”.

  • Veteran-owned business means a business that is at least 51% owned by a veteran or veterans who are U.S. citizens and who control and operate the business

  • banking business means the business of accepting deposits withdrawable or repayable on demand or after a fixed period or after notice and the employment of those deposits, in whole or in part, by lending or any other means for the account and at the risk of the person accepting the deposits;

  • Business has the meaning set forth in the Recitals.

  • Retained Businesses means all businesses now, previously or hereafter conducted by Parent, the Sellers or any of their Subsidiaries or Affiliates, other than the Business.

  • Generation Business means the licensed business (if any) of the Licenseeand any affiliate or related undertaking of the Licensee in the generation of electricity or the provision of Ancillary Services;

  • Employment Business means as per the Employment Agencies Xxx 0000 and the Conduct of Employment Agencies and Employment Businesses Regulations 2003, an Employment Business is a business that offers contracts of employment to temporary workers, whose services are then temporarily offered on secondment to Framework Public Bodies.