Management Seller definition
Examples of Management Seller in a sentence
The Member Representative and Rollover Holdco, and each Acquired Entity, Management Seller and other Rollover Holdco Member shall deliver to Parent, or cause to be delivered to Parent, each of the other Transaction Documents to which such Person (as applicable) is a party to be executed at the Closing, in each case duly executed by each such Person (as applicable).
If there is any indemnification claim hereunder, Property Management Buyer shall promptly cause notice of the claim to be delivered to the Property Management Seller.
Property Management Seller is solvent and has assets which have a fair value in excess of its liabilities.
Property Management Seller shall promptly pay, perform and discharge in full and in accordance with their respective terms, all liabilities and obligations relating to the Acquired Assets and/or the Business which accrue prior to the Closing (regardless of when they actually arise), and all other Excluded Liabilities, and Property Management Buyer shall have no responsibility therefor.
Further, any security deposits held by the vendor/lessor of the leased premises and any leased equipment being assumed by Property Management Buyer shall be reimbursed to Property Management Seller at the time of Closing provided that said vendor/lessor shall transfer the said security deposit for the benefit of the Property Management Buyer as of the Closing Date.