Merial definition

Merial means Merial Limited, a company limited by shares registered in England and Wales (registered number 3332751) with a registered office at ▇▇ ▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇ Avenue, Harlow Business Park, Harlow, Essex CM19 5TG, England, and domesticated in Delaware, USA as Merial LLC.

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Merial means all assets and shares comprising Sanofi’s animal health business, including without limitation Merial, S.A.S. and Merial, Inc.

Merial means Merial, Limited, a corporation organized, existing, and doing business under and by virtue of the laws of England and Wales, with its office and principal place of business located at Merial Ltd., Harlow Business Park, Harlow Essex CM 195 TG, England.

Examples of Merial in a sentence

• The Matching Rights Notice shall be accompanied by a Binding Term Sheet executed by Merial reflecting the same terms and conditions set forth in the original Third Party Divestment Notice; provided, however, that to the extent the Third Party Divestment Notice contemplates payment of non-cash consideration, Merial reserves the right to substitute an equivalent cash consideration therefor.

• Sanofi shall not, directly or indirectly, cause or direct Sanofi Pasteur or Merial Limited to take any action for which Sanofi and its Affiliates are prohibited hereunder from committing.

• The Independent Verifier’s assessment shall be binding on Merial and the Company.

• The fees and expenses of the Investment Bank shall be borne equally by the Company and Merial.

• If Merial fails to deliver its Matching Rights Notice within the Matching Rights Period, the Company shall be permitted to consummate the Third Party Divestment pursuant to the terms set forth in its Third Party Divestment Notice.

• During the Pre-Valuation Period (as defined above) which shall commence on the date that Merial delivers to the Company its Request for Negotiation Notice, Merial and the Company shall negotiate in good faith in order to enter into a mutually acceptable Binding Term Sheet for the acquisition of the Company’s Animal Health Business by Merial.

• The rights described in this Agreement shall terminate and be of no further force or effect upon the later of: (a) the first date that Merial and Merial’s affiliates no longer hold any shares of Scynexis’s stock (or shares of Scynexis’s stock issued upon conversion thereof) or (b) Sanofi no longer has any obligations under the Guarantee and Scynexis no longer has any obligations under the Security Agreement.

• However, in the event of expiration or termination, Merial shall not be liable for any claims of lost future sales, profits, or commissions, consequential damages of any type or on account of expenditures, investments, leases or other commitments relating to the business of goodwill of Independent Sales Agent.

• During the Intermediate Negotiation Period (as defined above) which shall commence on the delivery by the Investment Bank of the Valuation, the Company and Merial shall negotiate in good faith in order to enter into a mutually acceptable Binding Term Sheet for the acquisition of the Company’s Animal Health Business by Merial.

• Merial and the Merial Observer shall have no fiduciary duty, including, without limitation, a duty of loyalty or care, to Scynexis or any shareholder of Scynexis, under Delaware law or otherwise, with respect to or arising from Merial’s and the Merial Observer’s rights and position as a board observer or receipt of information from Scynexis.

More Definitions of Merial

Merial has the meaning set forth in Recital (B);

Merial has the meaning set forth in the introduction to this Agreement.

Merial means Merial Limited, an English private company, and Merial LLC, a limited liability corporation organized, existing and doing business under and by virtue of the laws of the State of Delaware, with its headquarters address located at 2100 Ronson Road, Iselin, New Jersey 08830, its directors, officers, employees, agents, representatives, successors, and assigns; and its joint ventures, subsidiaries, divisions, groups and affiliates in each case controlled by Merial Limited and/or Merial LLC (including, but not limited to, Ancare Australia (Pty) Limited, Ancare Ireland Limited, Animal Health Care South Africa (Pty) Limited, ASP, Inc., Beijing Merial Vital Laboratory Animal Technology Co. Ltd., IM Merial Holdings, LLC, Laboratorios Merial Peru S.A., Merial (IA) LLP, Merial (Thailand) Ltd., Merial Animal Health Co. Ltd., Merial Animal Health Limited (U.K.), Merial Animal Health Limited, Merial Argentina SA, Merial Asia Pte, Ltd., Merial Australia Pty Ltd., Merial B.V., Merial Belgium, Merial Canada, Inc., Merial Colombia S.A., Merial de Mexico S.A. de C.V., Merial Distribution SAS, Merial Finance LLC, Merial GmbH, Merial Hong Kong Limited, Merial Inc., Merial International Trading (Shanghai) Co., Ltd., Merial Italia SpA, Merial Japan, Limited, Merial Korea Ltd, Merial Laboratories SA, Merial Limited/L.L.C., Merial Mexico S.A. de C.V.,Merial Nanjing Animal Health Co. Ltd., Merial New Zealand Limited, Merial Noreen A/S, Merial Philippines, Inc., Merial Portugese - Sade Animal L.A., Merial Production SAS, Merial SA, Merial SAS, Merial Sade Animal LTD, Merial Select, Inc., Merial South Africa (Proprietary) Limited, Merial Taiwan Co., Ltd., Merial Technologies, Inc., Merial Venezuela, C.A., Nomad New Jersey, Inc., Rhone-Merieux Limited, SFPA, Inc.), and the respective directors, officers,

Merial means Plaintiffs Merial Limited and Merial SAS, individually and/or collectively, including any parent, subsidiary, affiliate, division, partner, joint venturer,