Nuprim definition

Nuprim has the meaning provided in the Preamble.
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Examples of Nuprim in a sentence

  • Motif and Nuprim Shareholders on behalf of Nuprim shall cause (i) articles of merger to be properly executed and filed on the Closing Date with the Secretary of State for the State of Maryland, in the form substantially attached hereto as Exhibit D (“Articles of Merger”), and (ii) a certificate of merger to be properly executed and filed on the Closing Date with the Secretary of State for the State of Delaware, in the form substantially attached hereto as Exhibit E (the “Certificate of Merger”).

  • Neither Nuprim nor Nuprim Shareholders have received any notice of cancellation or non-renewal or of significant premium increases with respect to any such policy.

  • Motif will not be obligated to inquire as to the authority of Nuprim Shareholders’ Representative with respect to the taking of any action that Nuprim Shareholders’ Representative takes on behalf of Nuprim Shareholders.

  • The execution and delivery of this Agreement by Nuprim Shareholders and the consummation by Nuprim of the Transactions have been duly and validly authorized by all necessary corporate action, and no other corporate proceedings on the part of Nuprim are necessary to authorize this Agreement or to consummate the Transactions.

  • If Nuprim Shareholders’ Representative resigns, dies or becomes incapacitated, his successor will be appointed by Nuprim Shareholders owning a majority of the Nuprim Shares.

  • During the Pre-Closing Period, Nuprim, Nuprim Shareholders’ Representative and Nuprim Shareholders will deal exclusively with Motif in connection with the proposed Transaction.

  • Motif and Nuprim Shareholders agree to treat any amounts payable after the Closing by Nuprim Shareholders to Motif (or by Motif to Nuprim Shareholders) pursuant to this Agreement as an adjustment to the purchase price, unless a final determination by the appropriate Taxing Authority or court causes any such payment not to be treated as an adjustment to the purchase price for Tax purposes.

  • Schedule 5.20 lists and briefly describes each insurance policy maintained by Nuprim with respect to the operations of Nuprim’s Business and sets forth the date of expiration of each such insurance policy (the “Company Insurance Policies”).

  • If Motif and Nuprim Shareholders’ Representative cannot resolve any disputed item, the item in question shall be resolved by the neutral arbitrator as promptly as practicable (in accordance with the provisions of this Section 8.11), whose determination shall be final and conclusive for purposes of this Section 8.11.

  • To the extent permitted or required, the taxable year of Nuprim that includes the Closing Date shall close as of the end of the Closing Date.

Related to Nuprim

  • Pioneer or the "Company" means Pioneer Natural Resources Company and its subsidiaries.

  • IOSCO means the International Organisation of Securities Commissions.

  • Sage means The Sage Group plc or an Affiliate thereof.

  • AMS means the Federal Aviation Administration’s Acquisition Management System.

  • SGM means a special general meeting held in accordance with the constitution of the Competition.

  • CSDCC means the China Securities Depository and Clearing Co., Ltd. “CSRC” means the China Securities Regulatory Commission.

  • SADC means the Southern African Development Community;

  • NPS means nominal pipe size.

  • SCI has the meaning set forth with respect thereto in the preamble. ---

  • AMC means Annual Maintenance Contract

  • CARB means the California Air Resources Board.

  • Spectrum means frequencies of electromagnetic spectrum used to provide fixed or mobile communications services as licensed or authorized by the FCC.

  • GMS means the automated system, or its successor system, employed by SCE real time operations to remotely monitor and dispatch the Generating Facility.

  • DTS means Days to Settlement, i.e., the number of actual days elapsed from and including the original Closing Day with respect to such Accepted Note (in the case of the first such payment with respect to such Accepted Note) or from and including the date of the next preceding payment (in the case of any subsequent delayed delivery fee payment with respect to such Accepted Note) to but excluding the date of such payment; and "PA" means Principal Amount, i.e., the principal amount of the Accepted Note for which such calculation is being made. In no case shall the Delayed Delivery Fee be less than zero. Nothing contained herein shall obligate any Purchaser to purchase any Accepted Note on any day other than the Closing Day for such Accepted Note, as the same may be rescheduled from time to time in compliance with paragraph 2B(7).

  • coronavirus means severe acute respiratory syndrome coronavirus 2 (SARS-CoV-2);