Divested Company definition

Divested Company of any Person means any former Affiliate of a Person (whether such Person is now or hereafter an Affiliate thereof) as and from the moment it no longer qualifies as an Affiliate hereunder because of a sale, conveyance, split-off, spin-off or other transfer of all or a portion of such Person’s interest in such Affiliate, or any former unincorporated business or division of such Person (whether such business or division is now or hereafter a business of such Person) as and from the moment it is divested by the Person to a transferee that is not an Affiliate of such Person, it being understood that a Divested Company shall include a Person, unincorporated business or division that becomes a former Affiliate, unincorporated business or division after the date of the Asset Purchase Agreement, it being further understood that a Divested Company shall not include any Person, unincorporated business or division that becomes a former Affiliate, unincorporated business or division if at any time it was previously a Divested Company.
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Divested Company means any former Associated Company as from the moment it no longer qualifies as an Associated Company of Royal Philips or PSI, respectively, and any former unincorporated business of a party or Associated Company as from the moment it is divested by the relevant party or Associated Company (other than to another Associated Company of the relevant party).
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Divested Company has the meaning set forth in the Intellectual Property Transfer and License Agreement, dated as of [ ], 2009 (the “IPTLA”), between Virage Logic and Licensee.
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Examples of Divested Company in a sentence

  • Lenders may rely, in determining which Accounts are to be included as Eligible Receivables and Eligible Divested Company Receivables, on all statements and representations made by Borrowers in writing with respect to any Accounts.

  • After the Closing, the Asset Seller will complete the importing of the Goods and will promptly sell the Goods to the applicable buyer at cost for cash and the Asset Seller will promptly and, in any event within 5 days of receipt of payment, pay in cash the corresponding account receivable of the Divested Company.

  • The Goods shall be considered Inventory (107009 - Finished Goods Inventory In Transit Intercompany) of the applicable Divested Company (and for avoidance of doubt no receivable owed by the Asset Seller shall be recognized in the Divested Company) only for purposes of the Post-Closing Statement.

  • In order to facilitate the Closing, including the proper importation of the Goods, the Goods will be considered excluded from the assets to be acquired under the Asset Seller’s applicable Local Purchase Agreement, and the corresponding account receivable owed by the Asset Seller to the applicable Divested Company will not be settled prior to Closing.

  • At Edison and Perry High School, students must achieve two passing grades in the second semester and a passing final average to earn credit for a year course and must achieve two passing grades and a passing semester average to earn credit for a semester course.

  • The Company has made available true, correct and complete copies of all organizational documents (including its certificate of incorporation and by‑laws and similar documents) of the Company and any Divested Company.

  • The Buyer will, or will cause its Affiliates or a Divested Company to provide each Transferred Employee severance benefits which are required by applicable Law upon any involuntary termination without “cause” (as such term is defined on Schedule 5.9(d)) that occurs during the one year period beginning on the Closing Date.

  • Companies The licenses granted by Royal Philips to PSI Group pursuant to Clauses 4.1 - 4.5 and 4.7 above shall terminate automatically in respect of a Divested Company as from the date it becomes a Divested Company of PSI.

  • Schedule 3.18(b)(i) sets forth all of the real property owned by a Divested Company or a member of the Remaining Ferro Group that constitutes a Sold Asset (together with all buildings, structures, fixtures and improvements located thereon) (the “Business Owned Real Property”).

  • First, we look at the nature of international business, including barriers and promoters of trade across international boundaries.


More Definitions of Divested Company

Divested Company has the meaning set forth in the in the IPTLA.
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Related to Divested Company

  • Related Company means any entity that is directly or indirectly controlled by, in control of or under common control with the Company.

  • Affiliated Company means any company controlled by, controlling or under common control with the Company.

  • Restricted Company means any of the foregoing.

  • Associated Companies : means any agent with delegated authority under Section 20 of these Terms and Conditions.

  • Associated Company means any legal entity of which a person or company has direct or indirect Control and only as long as a person or company maintains direct or indirect Control.

  • Designated Company means any Subsidiary or Affiliate that has been designated by the Administrator from time to time in its sole discretion as eligible to participate in the Plan. For purposes of the 423 Component, only the Company and its Subsidiaries may be Designated Companies, provided, however that at any given time, a Subsidiary that is a Designated Company under the 423 Component will not be a Designated Company under the Non-423 Component.

  • Affiliated Entity means any entity controlling, controlled by, or under common control with an Insured.

  • Restricted companies means companies that boycott Israel.

  • Related Companies means the companies within the meaning of Article L. 225-197-2 of the French Commercial Code or any provision substituted for same.

  • Nominated Company means a company selected by the Lenders’ Representative and proposed to the Authority for substituting the Concessionaire in accordance with the provisions of the Substitution Agreement;

  • Employer Group means the Corporation and any Parent or Subsidiary and any other corporation or business controlled by, controlling or under common control with, the Corporation, as determined in accordance with Sections 414(b) and (c) of the Code and the Treasury Regulations thereunder, except that in applying Sections 1563(1), (2) and (3) of the Code for purposes of determining the controlled group of corporations under Section 414(b), the phrase “at least 50 percent” shall be used instead of “at least 80 percent” each place the latter phrase appears in such sections and in applying Section 1.414(c)-2 of the Treasury Regulations for purposes of determining trades or businesses that are under common control for purposes of Section 414(c), the phrase “at least 50 percent” shall be used instead of “at least 80 percent” each place the latter phrase appears in Section 1.4.14(c)-2 of the Treasury Regulations. Any such determination as to Separation from Service, however, shall be made in accordance with the applicable standards of the Treasury Regulations issued under Section 409A of the Code.

  • Affiliated Employer means any corporation which is a member of a controlled group of corporations (as defined in Code Section 414(b)) which includes the Employer; any trade or business (whether or not incorporated) which is under common control (as defined in Code Section 414(c)) with the Employer; any organization (whether or not incorporated) which is a member of an affiliated service group (as defined in Code Section 414(m)) which includes the Employer; and any other entity required to be aggregated with the Employer pursuant to Regulations under Code Section 414(o).

  • Public employer means any officer, board, commission,

  • listed company means a company which has any of its securities listed on any recognised stock exchange;

  • Public school employer means a public employer that is the board of a school district, intermediate school district, or public school academy; is the chief executive officer of a school district in which a school reform board is in place under part 5A of the revised school code, 1976 PA 451, MCL 380.371 to 380.376; or is the governing board of a joint endeavor or consortium consisting of any combination of school districts,

  • Affiliated Entities means any legal entity, including any corporation, limited liability company, partnership, not-for-profit corporation, estate planning vehicle or trust, which is directly or indirectly owned or controlled by the Stockholder or his or her descendants or spouse, of which such Stockholder or his or her descendants or spouse are beneficial owners, or which is under joint control or ownership with any other person or entity subject to a lock-up agreement regarding the Common Stock with terms substantially identical to this Agreement.

  • Participating Company Group means, at any point in time, all corporations collectively which are then Participating Companies.

  • Predecessor Employer means the South Shore District Health Authority, South West Nova District Health Authority, Annapolis Valley District Health Authority, Colchester East Hants Health Authority, Cumberland Health Authority, Pictou County Health Authority, Guysborough Antigonish Strait Health Authority, Cape Breton District Health Authority and Capital District Health Authority.

  • Designated Entity shall have the same meaning provided in the Operating Agreement. Direct Assignment Facilities:

  • Large employer means, in connection with a group health plan or health insurance coverage with

  • Combined Company means Holdco and its consolidated subsidiaries after giving effect to the Business Combination.

  • Employer as defined in Section 3(5) of ERISA.

  • Related Employer means the Employer and (a) any corporation that is a member of a controlled group of corporations as defined in Code Section 414(b) that includes the Employer and (b) any trade or business that is under common control as defined in Code Section 414(c) that includes the Employer.

  • Affiliated Companies shall include any company controlled by, controlling or under common control with the Company.

  • School employer means a board of school directors, the

  • Participating Employer means any trade or business (whether or not incorporated) which adopts this Plan with the consent of the Company identified in the Adoption Agreement.