Upper Tier Entity definition
Examples of Upper Tier Entity in a sentence
Purchaser may designate any Purchaser Upper Tier Entity and/or various directly or indirectly wholly owned subsidiaries of any of the Purchaser Upper Tier Entities as Purchaser’s designees to take title to the various Purchased Interests and/or (subject to the requirements of the providers of Required Consents) to assume Assumed Obligations.
For the purposes of this Section, a Transfer of a Partner Interest shall be deemed to include a sale, transfer or assignment (other than as collateral) of the stock, partnership interest or other equity ownership of the entity or entities (an "Upper Tier Entity") that directly or through one or more intervening subsidiaries own or have ownership interests in a Partner such that, after giving effect to such sale, transfer or assignment ESI Energy, Inc.
A joinder executed by each of the Purchaser Upper Tier Entities whereby each such Purchaser Upper Tier Entity agrees to be jointly and severally liable for all of Purchaser’s obligations under Article 7.
Seller has not filed Returns with respect to either Upper Tier Entity in any U.S. state other than the state in which the Property is located.
If the equity subject to this provision is of an Upper Tier Entity and such entity owns property or assets other than a direct or indirect interest in Worldwide, the value of the New Equity Shares will be determined by obtaining a valuation of such property or assets from two separate financial experts, one selected by each of (i) the Majority Shareholder and (ii) one of the independent directors appointed by the New Equity Holders.