Jointly Control definition

Jointly Control have the meanings correlative to the foregoing. Framework Acquisition Agreement Strictly Confidential Affiliate means for the purposes of this Agreement, the Affiliate of any person or Entity includes any company, partnership, joint venture or other Entity or natural person that Controls or is Controlled by or is under Joint Control with such person/Entity; the “Affiliate” of any natural person also includes the close relatives of such natural person, including spouse, parents, grandparents, maternal grandparents, siblings and their spouses, children and their spouses, grandchildren and their spouses, and maternal grandchildren and their spouses. However, neither the Buyer nor its Affiliates shall be deemed for the purposes of this Agreement to be Affiliate of the Target Group or any Existing Shareholders of the Company Encumbrance means any mortgage, pledge or lien (including but not limited to priority of taxes, right of rescission and right of subrogation), leases, licenses, options, restrictions, right of first refusal, pre-emption right, debt burden, preferential routing, any third party rights or interests, restrictive undertakings, conditions or restrictions of any kind (including but not limited to any restrictions on the use, vote, transfer, proceeds or other exercise of any interest in ownership) or security interest of any kind, or any form of arrangement which has similar effects and is subject to the rights of third parties Liability means all debts, liabilities and obligations, whether cumulative or fixed, absolute or contingent, due or undue, determined or undetermined, including but not limited to debts, liabilities and obligations arising under any law, demand or governmental order and under any contract, agreement, promise or undertaking Tax means any and all taxes and fees payable, including but not limited to any value-added tax, income tax, business tax, stamp duty, deed tax or other applicable tax levied, collected or apportioned, or fees levied by a government authority Framework Acquisition Agreement Strictly Confidential

Related to Jointly Control

  • publicly controlled means owned by or otherwise under the control of an organ of state, including—

  • Controlling Affiliate means an Affiliate that directly or indirectly Controls the Hotel and/or Controls the entity that Controls the Hotel.

  • May directly or indirectly cause means the likely possibility that treatment will cause a side effect of infertility, based upon current evidence-based standards of care established by the American Society for Reproductive Medicine, the American Society of Clinical Oncology, or other national medical associations that follow current evidence-based standards of care.

  • Controlling interest means: (1) an ownership interest or participating interest in a business entity by virtue of units, percentage, shares, stock, or otherwise that exceeds 10 percent; (2) membership on the board of directors or other governing body of a business entity of which the board or other governing body is composed of not more than 10 members; or (3) service as an officer of a business entity that has four or fewer officers, or service as one of the four officers most highly compensated by a business entity that has more than four officers. Subsection (3) of this section does not apply to an officer of a publicly held business entity or its wholly owned subsidiaries.

  • Change in Control of the Company means the occurrence of any of the following events: