U.S. Portion of the Business definition

U.S. Portion of the Business means, (i) with respect to Working Capital, Base Closing Working Capital, Estimated Closing Working Capital and Closing Working Capital, all elements of Estimated Closing Working Capital and Closing Working Capital (calculated in accordance with the Calculation Principles) which relate to Seller and (ii) with respect to Closing MRO, MRO which is held by Seller.

Examples of U.S. Portion of the Business in a sentence

  • If Final Closing Working Capital exceeds Estimated Closing Working Capital, in each case for the U.S. Portion of the Business, Addivant Holdings shall pay to Seller, as an adjustment to the U.S. Purchase Price, in the manner and with interest as provided in Section 2.11(b), the amount by which such Final Closing Working Capital exceeds such Estimated Closing Working Capital.

  • If Estimated Closing Working Capital exceeds Final Closing Working Capital, in each case for the U.S. Portion of the Business, Seller shall pay to Addivant Holdings, as an adjustment to the U.S. Purchase Price, in the manner and with interest as provided in Section 2.11(b), the amount by which such Estimated Closing Working Capital exceeds such Final Closing Working Capital.

  • Any payment with respect to the U.S. Dollar-Denominated Portion of the Business or the U.S. Portion of the Business shall be made in U.S. dollars and with respect to the Euro-Denominated Portion of the Business shall be made in Euros.

Related to U.S. Portion of the Business

  • the Business means the usual work and activities carried on by the Insured pertaining to his business as specified in the Schedule and no others.

  • Transferred Business has the meaning ascribed to such term in the Separation Agreement.

  • Related to the Business means required for, primarily related to, or used primarily in connection with, the Business as conducted by the Sellers as of the date hereof and prior to the Closing.

  • Business Assets means all tangible and intangible property and assets owned (either directly or indirectly), leased, licensed, loaned, operated or used, including all real property, fixed assets, facilities, equipment, inventories and accounts receivable, by the Corporation and the Subsidiaries in connection with the Business;

  • Company Business means the business of the Company and its Subsidiaries as presently conducted.

  • Alarm business means the business by any individual, partnership, corporation, or other entity of selling, leasing, maintaining, servicing, repairing, altering, replacing, moving or installing any alarm system or causing to be sold, leased, maintained, serviced, repaired, altered, replaced, moved or installed any alarm system in or on any building, structure or facility.

  • Related Business Assets means assets (other than cash or Cash Equivalents) used or useful in a Similar Business; provided that any assets received by the Issuer or a Restricted Subsidiary in exchange for assets transferred by the Issuer or a Restricted Subsidiary shall not be deemed to be Related Business Assets if they consist of securities of a Person, unless upon receipt of the securities of such Person, such Person would become a Restricted Subsidiary.

  • Retained Business means any business now, previously or hereafter conducted by Seller or any of its Subsidiaries or Affiliates other than the Business.

  • Public business means and includes all matters which relate in any way, directly or indirectly, to the performance of the public body’s functions or the conduct of its business.

  • Business Line is an Embarq-owned switched access line used to serve a business customer, whether by Embarq or by a competitive LEC that leases the line from Embarq. The number of Business Lines in a Wire Center shall equal the sum of all Embarq business switched access lines, plus the sum of all UNE loops connected to that Wire Center, including UNE loops provisioned in combination with other unbundled elements. Among these requirements, Business Line tallies (1) shall include only those access lines connecting end-user customers with Embarq end-offices for switched services, (2) shall not include non-switched special access lines, (3) shall account for ISDN and other digital access lines by counting each 64 kbps-equivalent as one line. For example, a DS1 line corresponds to twenty-four (24) 64 kbps-equivalents, and therefore to twenty-four (24) “Business Lines.”

  • Certified business means a business verified as a minority- or women-owned business enterprise pursuant to Section 314 of the Executive Law.

  • Principal Business means the primary activity as determined by analyzing the amount of capi- tal, labor, time, attention, and floor space devoted to each business activity and by analyz- ing the sources of net income and gross income. The name, appearance, and advertising of the entity may also be taken into consideration if they are given less weight.

  • Subject Business means the policy or policies that are the subject of the Insurance Business Transfer Plan.

  • Separate Business means each of the activities of the Licensee connected

  • SBE Certified Business (or “SBEs”) means a business that meets the criteria set forth in Section 1.07.050 of this chapter and has been certified as meeting that criteria by the Community and Economic Development Department-SBE Program Coordinator.

  • Parent Business shall have the meaning set forth in the Separation and Distribution Agreement.

  • Acquired Assets has the meaning set forth in Section 2.1.

  • Specified Business means a business of a kind prescribed by the regulations to be a specified business; tenant, in relation to a lease, means the person who, under the lease, is or would be entitled to occupy the premises the subject of the lease; Tribunal means the State Administrative Tribunal;

  • Retained Assets has the meaning set forth in Section 2.2.

  • Business of the Employer means the business conducted by the Employer, which is the business of commercial banking.

  • Designated Assets means any property or assets (including Capital Stock of any Subsidiary) of Holdings, the Restricted Parent, the Issuer and their respective Restricted Subsidiaries constituting a business, a line or unit of a business or used in operating a business substantially as an entirety.

  • Generation Business means the licensed business (if any) of the Licenseeand any affiliate or related undertaking of the Licensee in the generation of electricity or the provision of Ancillary Services;

  • Significant business transaction means any business transaction or series of transactions that, during any one fiscal year, exceeds the lesser of $25,000 or 5 percent of the total operating expense of a provider.

  • Core Business means any material line of business conducted by the Borrower and its Subsidiaries as of the Closing Date and any business reasonably related or incidental thereto.

  • home business means a business, service or profession carried out in a dwelling or on land around a dwelling by an occupier of the dwelling which —

  • special business means all business transacted at a special meeting of shareholders and all business transacted at an annual meeting of shareholders, except consideration of the financial statements, auditor's report, election of directors and reappointment of the incumbent auditor;