Target Entity definition

Target Entity the meaning specified in Section 7.04(b).

Target Entity means each of the Company and its direct and indirect Subsidiaries (provided that with respect to any time prior to the completion of the Target Contribution, “Target Entity” shall mean the Seller and each of its direct and indirect Subsidiaries).

Target Entity or “Target Entities” shall have the meaning set forth in the Preamble.

Examples of Target Entity in a sentence

• The Seller shall be entitled to any refund of Taxes of any Target Entity or the Business received for such periods.

• Except as set forth in Schedule 5.26 of the Disclosure Letter, none of the members of the Seller Group (other than Target Entities), nor, to the knowledge of the Seller, any of such Persons’ general partners, managers, officers or directors or substantial shareholders is a party to any Contract or arrangement with a Target Entity, other than compensation and benefits as an employee or officer payable in the ordinary course.

• The Seller has made available to the Purchaser true and complete copies of (i) the certificates of incorporation or equivalent organizational or governing document of each Target Entity and (ii) the by-laws or equivalent organizational or governing document of each Target Entity, each as in effect as of the date hereof.

• The Retained Entities shall cooperate with the Purchaser in filing any insurance claims and in the collection of Insurance Proceeds, including, where permitted by Law, transferring to the Purchaser or any Target Entity designated by the Purchaser the right to pursue Insurance Proceeds related to the Business, the Business Assets and the Assumed Liabilities.

• Whenever this Agreement requires any Target Entity to take any action after the Initial Closing, that requirement shall be deemed to impose an obligation on the Purchaser to cause such Target Entity to take such action.

More Definitions of Target Entity

Target Entity means the Seller and each of its direct and indirect Subsidiaries).

Target Entity means any limited liability company, corporation, limited liability partnership or any equivalent.

Target Entity means the entity, or division or line of business of such entity, which is the subject of an Acquisition.

Target Entity means the Person that is the subject of a proposed Permitted Acquisition.

Target Entity means the entity/entities for which these services are required to be carried out;

Target Entity and “Target Entities” have the meanings set forth in the Introductory Paragraph.

Target Entity means any publically traded company or any entity with annual gross revenues in excess of $25,000,000.00. Notwithstanding the foregoing and any subsequent sale or transfer of the Company, Xxxxxxx shall continue to be obligated to be bound to and make the payments under the Note and the Deferred Revenue Notes as provided for herein.