Transferred Entities definition

Transferred Entities means the entities set forth on Schedule 1.5.

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Transferred Entities shall have the meaning set forth in Section 2.2(a)(ii).

Transferred Entities has the meaning set forth in the Recitals.

Examples of Transferred Entities in a sentence

• None of the Seller, the other Pre-Closing Reorganization Selling Parties or the Transferred Entities is involved in any claim, dispute or controversy with any of the other customers of the Business that, individually or in the aggregate, would reasonably be expected to be material to the Business, taken as a whole.

• Neither the Seller nor the Transferred Entities is in default under, or is violating, any of the Business Permits in any material respect, and no Action is pending or, to the Knowledge of the Seller, threatened to terminate, revoke or modify any Business Permits.

• There are no pending or, to the Knowledge of the Seller, threatened legal or administrative proceedings, claims, suits or actions against the Pre-Closing Reorganization Selling Parties (related to the Business) or the Transferred Entities alleging a violation of any applicable Trade Compliance Laws or Anti-Corruption Laws.

• Each of the Seller, the other Pre-Closing Reorganization Selling Parties (with respect to the Business) and the Transferred Entities is, and during the five (5) year period prior to the Closing Date has been, in compliance in all material respects with all Laws and Governmental Orders applicable to the conduct of the Business.

• As of the date of this Agreement, there are no Actions pending, threatened in writing or, to the Knowledge of the Seller, otherwise threatened against the Seller, the other Pre-Closing Reorganization Selling Parties, the Transferred Entities or any of their Affiliates alleging that the operation of the Business infringes, misappropriates or otherwise violates, or has infringed, misappropriated or otherwise violated any Intellectual Property of any third party in any material respect.

More Definitions of Transferred Entities

Transferred Entities means the entities set forth on Schedule 1.01(q) (including such entities as they may subsequently renamed, and including such entities’ successors and assigns).

Transferred Entities means the entities listed on Schedule 1.1(f).

Transferred Entities means all of the direct Subsidiaries of Sellers and joint venture entities or other entities in which any Seller has an Equity Interest, other than the Excluded Entities.

Transferred Entities has the meaning set forth in the Separation Agreement.

Transferred Entities means any Person, where a majority of the equity interest of such Person is part of the Transferred Assets, and any Subsidiary of such Person.

Transferred Entities means the entities set forth on Schedule 1.9 of the Separation and Distribution Agreement.

Transferred Entities means the entities set forth on Schedule 1.10.