Gaiam definition
Examples of Gaiam in a sentence
The Company has granted registration rights under the following: The Amended and Restated Registration Rights Agreement, dated as of December 19, 2011, by and among the Company, Gaiam, Inc., and Riverside Renewable Energy Investments, LLC.
Gaiam represents and warrants that no other person or entity has, or has had, any interest in any of the Gaiam Released Claims; that it has the sole rights and exclusive authority to execute this Settlement Agreement on behalf of the Gaiam Releasing Parties; and that it has not sold, assigned, transferred, conveyed, or otherwise disposed of any of the Gaiam Released Claims.
Each of Gaiam and Riverside hereby agrees that it will cause Messrs.
In this regard, Cinedigm alleges that Gaiam has improperly retained cash received after the Acquisition’s closing relating to the EMB and which is owed to Cinedigm, as reflected by the amounts identified in lines A through T of the chart entitled “Accounts Receivable Reconciliation” and submitted by Cinedigm in connection with the September 13, 2015 mediation, and which is attached hereto as Exhibit A.
Gaiam, for its part, denies that Cinedigm’s allegations have any merit and further disagrees with (1) the dollar amounts listed on lines A through T of Exhibit A; (2) the descriptions and categorizations that appear on lines A through T of Exhibit A; and (3) Cinedigm’s assertion that lines A through T of Exhibit A constitute the entire universe of transactions relevant to its contentions.
Purchaser, Gaiam Travel Parent and Sellers shall coordinate their efforts and develop a mutually agreeable procedure to achieve the intent of this subsection.
In the event any workers’ compensation claim relates to any circumstances or series of events that occurred both before and after the Closing, such claim shall be apportioned to Gaiam Travel Parent to the extent it is covered under Gaiam Travel Parent’s applicable workers’ compensation policy covering Travel Employees as such policy is in effect as of the Closing Date.
Without limiting the generality of the foregoing, each Seller and Gaiam Travel Parent expressly waive any and all rights conferred upon them by any Applicable Law that provides that a release does not extend to claims which the releasing party does not know or suspect to exist in its favor at the time of executing the release, which if known by the releasing party would have materially affected the releasing party’s settlement with the released parties.
Gaiam Travel has the requisite power and authority to own, lease or otherwise hold its properties and assets and to carry on its business as presently conducted, except where the failure to have such power and authority has not had and would not reasonably be expected to have a material adverse effect on the ability of Gaiam Travel to perform its obligations hereunder and to consummate the Contemplated Transactions.
The Purchase Price and the Liabilities of the Company and Gaiam Americas (plus other relevant items, including any amount treated as having been paid for the assets of the Company and Gaiam Americas under Section 338 of the Code) shall be allocated among the assets owned by the Company and Gaiam Americas in accordance with Section 338 of the Code and the Treasury Regulations thereunder.