Lux 1 definition

Lux 1 as defined in the preamble hereto.
Lux 1. Lion/Rally Lux 1, company number B139.056, a société anonyme incorporated in Luxembourg with registered offices at 00-00, xxxxxx xx xx Xxxxxxx, X-X00 Xxxxxxxxxx; “Lux 1 Group” Lux 1 and its Subsidiaries from time to time;
Lux 1 means a to-be-formed Luxembourg corporation which will be named "Invacare Holdings S.à x.x" and which will be a wholly-owned Subsidiary of Invacare International and will join this Agreement as a Foreign Borrower pursuant to the Proposed Reorganization.

Examples of Lux 1 in a sentence

  • No event or condition is occurring, or to the knowledge of Lux 1 and its Subsidiaries, has occurred with respect to Lux 1 or any of its Subsidiaries relating to any Environmental Law, any Release of Hazardous Materials, or any Hazardous Materials Activity which individually or in the aggregate has had, or could reasonably be expected to have, a Material Adverse Effect.

  • Neither Lux 1 nor any of its Subsidiaries is subject to regulation under the Federal Power Act or the Investment Company Act of 1940 or under any other federal or state statute or regulation which may limit its ability to incur Indebtedness or which may otherwise render all or any portion of the Obligations unenforceable.

  • Neither Lux 1 nor any of its Subsidiaries has received any letter or request for information under Section 104 of the Comprehensive Environmental Response, Compensation, and Liability Act (42 U.S.C. § 9604) or any comparable state law that individually or in the aggregate could reasonably be expected to have a Material Adverse Effect.

  • Except to the extent failure to so comply could not reasonably be expected to result in a Material Adverse Effect, each Credit Party will, and will cause each of its Subsidiaries to, maintain or cause to be maintained in good repair, working order and condition, ordinary wear and tear excepted, all material properties used or useful in the business of Lux 1 and its Subsidiaries and from time to time will make or cause to be made all appropriate repairs, renewals and replacements thereof.

  • The Equity Interests of each of Lux 1 and its Subsidiaries has been duly authorized and validly issued and is fully paid and non-assessable.

  • After giving effect to the making of the Term Loans and the use of proceeds thereof the aggregate Unrestricted Cash of Lux 1 and its Subsidiaries will not be less than $35,000,000.

  • Lux 1 knows of no material proposed tax assessment against Lux 1 or any of its Subsidiaries which is not being actively contested by Lux 1 or such Subsidiary in good faith and by appropriate proceedings and for which such reserves or other appropriate provisions, if any, as shall be required in conformity with GAAP, have been made or provided therefor.

  • No (i) liability to the PBGC (other than required premium payments), the Internal Revenue Service or any trust established under Title IV of ERISA or (ii) any Lien is outstanding or is reasonably expected to be incurred by Lux 1, any of its Subsidiaries or any of their ERISA Affiliates in connection with any Pension Plan.

  • On and as of the Closing Date, the projections of Lux 1 and its Subsidiaries for the period of Fiscal Year 2010 through and including Fiscal Year 2015 (the “Projections”) are based on good faith and reasonable estimates and assumptions made by the management of Lux 1; provided, the Projections are not to be viewed as facts and that actual results during the period or periods covered by the Projections may differ from such Projections and that the differences may be material.

  • Neither Lux 1 nor any of its Subsidiaries is subject to or in default with respect to any final judgments, writs, injunctions, decrees, rules or regulations of any court or any federal, state, municipal or other governmental department, commission, board, bureau, agency or instrumentality, domestic or foreign, that, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Related to Lux 1

  • Paid-up share capital means the paid-up share capital as defined in Section 2 of the Companies Act, 2013.

  • Voting Share Capital means the total voting equity share capital of the Target Company on a fully diluted basis expected as of the 10th (Tenth) Working Day from the closure of the Tendering Period for the Offer.

  • Topco has the meaning set out in the Preamble;

  • Transformation time means the time difference between a change of concentration or flow (t0) at the reference point and a system response of 50 per cent of the final reading (t50).

  • WFOE has the meaning set forth in the Preamble of this Agreement.

  • Current placement episode means the period of time that

  • UGC means University Grants Commission.

  • Luxco is defined in the Preamble.

  • Fully Diluted Company Shares means the total number of issued and outstanding shares of Company Common Stock, (a) after giving effect to the Company Preferred Stock or otherwise treating shares of Company Preferred Stock on an as-converted to Company Common Stock basis, and (b) treating all outstanding in-the-money Specified Company Warrants as fully vested and as if the Specified Company Warrants had been exercised for cash as of the Effective Time, but for the avoidance of doubt excluding any Company Securities described in Section 1.11(b).

  • OpCo has the meaning set forth in the Preamble.

  • Special group license plate means a type of license plate designed for a

  • SBS means the New York City Department of Small Business Services.

  • TRIPS Agreement means the Agreement on Trade-Related Aspects of Intellectual Property Rights;

  • SCA means Security Capital Assurance Ltd, a Bermuda limited liability company.

  • Holdco has the meaning set forth in the Preamble.

  • Competitive Local Exchange Carrier (CLEC) means a telephone company certificated by the Commission to provide local Exchange Service within AT&T-21STATE’s franchised area.

  • AcquisitionCo means Diebold Holding Germany Incorporated & Co. KGaA a German partnership limited by shares (Kommanditgesellschaft auf Aktien - KGaA) that is a Wholly Owned Restricted Subsidiary of the Company and whose general partner is the Company.

  • Fully-Diluted Common Stock means, at any time, the then outstanding Common Stock plus (without duplication) all shares of Common Stock issuable, whether at such time or upon the passage of time or the occurrence of future events, upon the exercise, conversion, or exchange of all then outstanding Common Stock Equivalents.

  • Voting Share means (i) a Common Share of the Company and (ii) any other share of capital stock of the Company entitled to vote generally in the election of directors or entitled to vote together with the Common Shares in respect of any merger, consolidation, sale of all or substantially all of the Company's assets, liquidation, dissolution or winding up. References in this Agreement to a percentage or portion of the outstanding Voting Shares shall be deemed a reference to the percentage or portion of the total votes entitled to be cast by the holders of the outstanding Voting Shares.

  • Open Market Sale Agreement is a service mark of Xxxxxxxxx LLC

  • Brands means the Sprint PCS Brands and the Sprint Brands.

  • equity share capital means, in relation to a company, its issued share capital excluding any part of that capital which, neither as respects dividends nor as respects capital, carries any right to participate beyond a specified amount in a distribution;

  • Group Link means a situation in which two or more undertakings or entities belong to the same group within the meaning of Article 2(11) of Directive 2013/34/EU or international accounting standards adopted in accordance with Regulation (EC) No. 1606/2002.

  • Permanent foster care placement means the place of residence in which a child resides and in

  • Per Share Cash Amount for purposes of this Section 2(b) means an amount equal to the sum of (I) the average of the closing price of the Common Stock for the 20 trading days immediately preceding the date of the Change in Control and (II) any cash dividend payable on a share of Common Stock during the 20 trading-day period described in the foregoing.

  • Amalco means the corporation continuing from the Amalgamation;