GNC Parties definition

GNC Parties means GNC and its Subsidiaries, including Parent, Seller and, prior to the Initial Closing, Nutra.
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Examples of GNC Parties in a sentence

  • The GNC Parties shall promptly provide Buyer with reasonable written evidence of such payments.

  • For example, if Seller challenges items underlying the calculations of LTM Gross Revenue, the LTM Gross Revenue Adjustment (if applicable) and the Subsequent Purchase Price in the net amount of $1,000,000, and the Subsequent Auditor determines that Buyer has a valid claim for $400,000 of the $1,000,000, Buyer shall bear 60% of the fees and expenses of the Subsequent Auditor and the GNC Parties shall bear the remaining 40% of the fees and expenses of the Subsequent Auditor.

  • Any payment pursuant to this Section 2.08(e) shall be made by Buyer or the GNC Parties, as the case may be, by wire transfer of immediately available funds within five (5) Business Days of the final determination of the Adjustment Amount in accordance with Section 2.08(c) to such account or accounts of such other Party as may be designated by such other Party in writing.

  • At all times over the last five (5) years neither GNC nor any product manufactured, distributed or sold by Nutra or the Business, are, or have been, subject to any notice of violation, or any lawsuit, or any material investigation or other claim threatened in writing, under Proposition 65 that is likely to result in material Liability to the GNC Parties, Nutra or the Business.

  • Since August 30, 2018, the GNC Parties have been in material compliance with the online “safe harbor” warning regulations of Proposition 65.

  • Notwithstanding anything to the contrary herein, the Parties acknowledge and agree that at any time on or after the Initial Closing Date, the GNC Parties may, in such Person’s sole discretion and at such Person’s sole cost, take any action to terminate, obtain release of or otherwise limit their Liability under any and all outstanding Business Guarantees.

  • For example, if Seller challenges items underlying the calculations of Initial Closing Net Working Capital, Initial Closing Indebtedness, Initial Closing Cash and Initial Closing Unpaid Nutra Transaction Expenses in the net amount of $1,000,000, and the Auditor determines that Buyer has a valid claim for $400,000 of the $1,000,000, Buyer shall bear 60% of the fees and expenses of the Auditor and the GNC Parties shall bear the remaining 40% of the fees and expenses of the Auditor.

  • The GNC Parties have not received written notice of and, to the Seller’s knowledge, there is no written claim filed by the FDA, FTC or OSHA against any GNC Party alleging any material violation of any of the Laws implemented by those agencies.

  • Notwithstanding anything to the contrary herein, the GNC Parties hereby agree that Guarantor shall have all defenses, claims, and rights of set-off, deduction or release with respect to the payment or performance of the Guaranteed Obligations that are available to the Buyer pursuant to the terms of the Agreement.

  • Except as otherwise set forth in Schedule 4.16(c), none of the GNC Parties have received any charge, complaint, claim, demand or notice during the past three (3) years alleging any infringement, misappropriation, dilution or other violation of the Intellectual Property of any third party related to the conduct of the Business.

Related to GNC Parties

  • Parent Parties has the meaning set forth in ARTICLE V.

  • Local Parties shall be defined as the Board or the local OSSTF/FEESO bargaining unit party to a collective agreement.

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

  • Bank Parties means Administrative Agent and the Banks.

  • Party/Parties means Buyer and Seller individually/collectively.