Entity Sellers definition

Entity Sellers shall have the meaning set forth in the Recitals to the Agreement.
Sample 1Sample 2Sample 3
Entity Sellers means the Sponsor Sellers and the Warrantholders.
Sample 1
Entity Sellers means Summer Street Capital II, L.P. and Summer Street Capital NYS Fund II, L.P.
Sample 1

Examples of Entity Sellers in a sentence

  • To the extent that a portion of Property is owned or otherwise held by Operating Tenant or the Brokerage Entity, Sellers shall cause Operating Tenant or the Brokerage Entity to convey such portion of the Property in accordance with the terms hereof (and sign the applicable documents conveying such portion of Property to Purchasers).

  • SALD and the Entity Sellers shall not be required to make indemnity payments under this Section 8.4 resulting solely from any action taken by Purchaser or Purchaser Indemnified Parties (other than an action taken pursuant to Section 5.6(b)) that results in additional Tax attributable to any Pre-Closing Period.

  • For purposes of computing the Taxes for the Interim Period for which SALD and the Entity Sellers are liable under Sections 5.6 and 8.4, Taxes shall be computed for the period beginning on the first day of the then current fiscal year and ending as if the tax year ended on the Closing Date.

  • Without limitation to the obligations of SALD or the Entity Sellers under Section 8.4, SALD shall pay when due any and all Taxes shown to be due on such Tax Returns.

  • Notwithstanding the foregoing, with respect to such EU Business Employees, such employment shall be on terms and conditions that are not less favorable than the terms and conditions of employment provided to the EU Business Employees immediately prior to the Closing Date, regardless of whether by the Conveyed Entity, Sellers, Tyco, or an Affiliate of any of them.

  • If the student is not satisfied with the result of his/her initial conversation with the person(s) directly involved in the grievance, that student may continue to attempt to resolve the matter informally by appealing to the next level of authority.

  • To the extent that the applicable Time Share Association controls all or any portion of the Eligible Resorts and, further, such Time Share Association is managed by the Club Managing Entity, Sellers shall cause such Time Share Association to maintain each portion of the Eligible Resorts under its responsibility in good repair, working order and condition and shall make or cause to be made all necessary replacements to such Eligible Resorts.

  • On the Closing Date, SALD shall or shall cause the Entity Sellers and any holders of Qualifying Shares to sell, transfer and deliver to Purchaser, and Purchaser shall purchase and acquire, all of the Transferred Subsidiary Stock owned by the Entity Sellers and any Other Shareholders.

  • It is agreed that prior to, or in connection with, the Closing, Purchaser shall take no action to cause the Entity Sellers or any FHS Company to terminate the employment of any U.S. Business Employees, and neither the Entity Sellers nor any FHS Company shall be under any obligation to terminate any U.S. Business Employees prior to or on the Closing Date.

  • Any indemnity payments to or from SALD or the Entity Sellers or to or from the Purchaser Indemnified Parties pursuant to this Agreement, whether under this Section 8.4 or otherwise, shall be treated by the Purchaser Indemnified Parties and SALD or the Entity Sellers as Purchase Price adjustments for all purposes.


More Definitions of Entity Sellers

Entity Sellers means the FCILP Sellers, Coonxx (xx its capacity as the owner of the Tioga Stock) and FKGP.
Sample 1

Related to Entity Sellers

  • Business Entity/Vendor means any natural or legal person, business corporation, professional services corporation, limited liability company, partnership, limited partnership, business trust, association or any other legal commercial entity organized under the laws of New Jersey or any other state or foreign jurisdiction. The definition also includes (i) if a business entity is a for-profit corporation, any officer of the corporation and any other person or business entity that owns or controls 10% or more of the stock of the corporation; (ii) if a business entity is a professional corporation, any shareholder or officer; (iii) if a business entity is a general partnership, limited partnership or limited liability partnership, any partner; (iv) if a business entity is a sole proprietorship, the proprietor; (v) if the business entity is any other form of entity organized under the laws of New Jersey or any other state or foreign jurisdiction, any principal, officer or partner thereof; (vi) any subsidiaries directly or indirectly controlled by the business entity; (vii) any political organization organized under 26 U.S.C.A. § 527 that is directly or indirectly controlled by the business entity, other than a candidate committee, election fund, or political party committee; and (viii) with respect to an individual who is included within the definition of “business entity,” that individual's civil union partner and any child residing with that person. 1

  • Seller Affiliate means any Affiliate of Seller.

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

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

  • Seller has the meaning set forth in the preamble.

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

  • Other Sellers shall have the meaning set forth in Section 10.4.

  • Acquirer means a business organization, financial institution, or an agent of a business organization or financial institution that has authority from an organization that operates or licenses a credit card system to authorize merchants to accept, transmit, or process payment by credit card through the credit card system for money, goods or services, or anything else of value.

  • 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.

  • 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.

  • Acquiror has the meaning specified in the Preamble hereto.

  • Sellers has the meaning set forth in the preamble.

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

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

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

  • Model 4 seller means a seller that is registered under the agreement and is not a model 1 seller, model 2 seller, or model 3 seller.

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

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

  • Contributor means Licensor and any individual or Legal Entity on behalf of whom a Contribution has been received by Licensor and subsequently incorporated within the Work.

  • Purchaser’s Group means the Purchaser, its subsidiaries and subsidiary undertakings, any holding company of the Purchaser and all other subsidiaries of any such holding company from time to time;

  • Target Companies means the Company and its Subsidiaries.

  • Business entity means a natural or legal person, business corporation, professional services corporation, limited liability company, partnership, limited partnership, business trust, association or any other legal commercial entity organized under the laws of this State or of any other state or foreign jurisdiction;

  • Procuring Entity/Purchaser means a Entity having administrative and financial powers to undertake Procurement of Goods, Works or Services using public funds, as specified in the PCC;

  • Subject Company shall have the meaning set forth in Section 6.10(a).