Target Business Entity definition
Target Business Entity means any Target Group Company and any of the Seller Parties and their Affiliates to the extent it owns or operates any Target Business or Contributed Assets.
Target Business Entity means any business howsoever constituted which was at any time during the Relevant Period a business with which the Company or any Group Company had entered into negotiations, had approached or had identified as (i) a potential target with a view to its acquisition by the Company or any Group Company; or (ii) a potential party to any joint venture with the Company or any Group Company, and in either case where you had a material degree of knowledge about such approach or negotiations or identification.
Target Business Entity means any business howsoever constituted (whether or not conducting a Restricted Business) which was at the Effective Date or at any time during the Relevant Period a business which the Company or any Relevant Group Company had entered into negotiations with or had approached or had identified as:
Examples of Target Business Entity in a sentence
No claim has been made by any Governmental Authority in any jurisdiction against any Target Business Entity where any Target Business Entity does not file Tax Returns that the Target Business Entity is or may be required to file any Tax Return, or pay Tax, in such jurisdiction.
Without limiting the foregoing, each Target Business Entity has timely paid (or has caused to be paid), or has withheld and remitted (or caused to be withheld and remitted) to the appropriate Governmental Authority for Taxes related to the Contributed Assets in all material respects.
Each Seller Party and Target Business Entity is (or, with respect to any Target Business Entity not already in existence, will be upon its existence) duly formed, validly existing and in good standing in its jurisdiction of organization, and has all requisite power and authority to carry on its business as it is currently being conducted.
There is no investment banker, broker, finder or other intermediary which has been retained by or is authorized to act on behalf of any Seller Party or Target Business Entity who might be entitled to any fee or commission in connection with the Contemplated Transactions from any Buyer Party or its Affiliates or any Target Group Company.
No steps have been taken or proposed in relation to the winding-up, bankruptcy, administration, insolvency or dissolution of any Seller Party or Target Business Entity, nor has any analogous procedure or step been taken or proposed in any jurisdiction in relation to any Seller Party or Target Business Entity.
More Definitions of Target Business Entity
Target Business Entity means any business howsoever constituted (whether or not providing Competing Business) which was at the Effective Date or at any time during the Relevant Period a business which the Company or any Relevant Group Company had entered into negotiations with, had approached or had identified as (i) a potential target with a view to its acquisition by the Company or any Relevant Group Company and/or (ii) a potential party to any joint venture with the Company or any Relevant Group Company, in either case where such approach or negotiations or identification were known to a material degree by the Optionee during the Relevant Period. Each of the forfeiture provisions in this section 6(h) is intended to be separate and severable and in the event that any of such restrictions shall be adjudged to be void or ineffective for whatever reason but would be adjudged to be valid and effective if part of the wording or range of services or products were reduced in scope or deleted, the said restrictions shall apply with such modifications as may be necessary to make them valid and effective.
Target Business Entity means any business howsoever constituted (whether or not conducting a Restricted Business) which was at the Termination Date or at any time during the Relevant Period a business which the Company or any other Relevant Group Company had entered into negotiations with, had approached or had identified as:
(a) a potential target with a view to its acquisition by the Company or any Relevant Group Company; and/or
(b) a potential party to any joint venture with the Company or any Relevant Group Company. in either case where such approach or negotiations or identification were known to a material degree by you on or before the Termination Date.
Target Business Entity means any business howsoever constituted (whether or not providing a Restricted Business) which was at the Effective Date or at any time during the Relevant Period a business which the Company or any Relevant Group Company had entered into negotiations with or had approached or had identified as:
Target Business Entity means any business howsoever constituted (whether or not providing Competing Business) which was at the Effective Date or at any time during the Relevant Period a business which the Company or any Relevant Group Company had entered into negotiations with, had approached or had identified as (i) a potential target with a view to its acquisition by the Company or any Relevant Group Company and/or (ii) a potential party to any joint venture with the Company or any Relevant Group Company, in either case where such approach or negotiations or identification were known to a material degree by the Optionee during the Relevant Period.
Target Business Entity means any business howsoever constituted (whether or not conducting a Restricted Business) which was, at the Termination Date or at any time during the Relevant Period, a business which the Company or any Relevant Group Company had entered into negotiations with had approached or had identified as:
(i) a potential target with a view to its acquisition by the Company or any Relevant Group Company; and/or
(ii) a potential party to any joint venture with the Company or any Relevant Group Company. in either case where such approach or negotiations or identity were known to a material degree by you or about which you acquired material Confidential Information, in the course of your employment during the Relevant Period. Page14
Target Business Entity means any business howsoever constituted (whether or not conducting a Restricted Business) which was at the Effective Date or at any time during the Relevant Period a business which the Company or the Parent or any other Relevant Group Company had entered into negotiations with had approached or had identified as
(a) a potential target with a view to its acquisition by the Company or any Relevant Group Company and/or
(b) a potential party to any joint venture with the Company or any Relevant Group Company in either case where such approach or negotiations or identification were known to a material degree by the Executive on or before the Effective Date.
Target Business Entity means any business howsoever constituted (whether or not providing Competing Business) which was at the Effective Date or at any time during the Relevant Period a business which the Company or any Relevant Group Company had entered into negotiations with, had approached or had identified as (i) a potential target with a view to its acquisition by the Company or any Relevant Group Company and/or (ii) a potential party to any joint venture with the Company or any Relevant Group Company, in either case where such approach or negotiations or identification were known to a material degree by you during the Relevant Period. ADDITIONAL REMUNERATION 09 Opts: 132,163 You may be entitled to a bonus payment for each financial year. The terms of the annual bonus shall be determined by Your Director at his absolute discretion but will generally be structured to pay out 100% of your base salary upon achieving the financial and qualitative targets defined by Your Director for each financial year. For the financial year January-December 2009 only, the Company agrees to pay you a minimum discretionary bonus payment of £134,228 (being an amount equivalent to 100% of your base salary, pro rated for the four months of 2009 that you will be employed by the Company), providing that your employment has not been terminated before 31 December 2009, in which case you will be paid such sum pro rata to the date of termination. This sum shall be paid by 28 February 2010. This does not imply any obligation on the Company to pay a discretionary bonus at a similar level in future years. Any bonus payment shall not be deemed to part of your salary for pension purposes. Apart from as described above (in relation to 2009) and below (one-off bonus in payment in February 2012) and in 8.6 of this Agreement the Company is not obliged to pay any bonus payment unless you have been in employment for the entire financial year during which the bonus payment has accrued. You shall be entitled to payment of an additional one-off bonus calculated as follows: $1,200,000 — (A + B + C) Where: