Former Seller definition

Former Seller has the meaning specified in Section 12.04(c).
Sample 1Sample 2
Former Seller has the meaning set forth in Section 10.16.
Sample 1
Former Seller has the meaning set forth in Section 9.01(c).
Sample 1

Examples of Former Seller in a sentence

  • In the event that any Former Seller Shareholder shall be entitled to any fractional share interest then any fractional amount shall be rounded down to the nearest whole share.

  • In the event that any Former Seller Shareholder shall be entitled to any fractional share interest, then any fractional amount shall be rounded down to the nearest whole share.

  • In the event that any Former Seller Stockholder shall be entitled to any fractional share interest, then any fractional amount shall be rounded down to the nearest whole share.

  • To the extent that Parent and or Purchaser hire individuals who were employed by Seller as of the Closing Date ("Former Seller Employees"), Seller hereby agrees that it shall cause the accounts, if any, of such Former Seller Employees in Seller's 401(k) Plan to be distributed as provided by Code Section 401(k)(10)(A)(ii).

  • On or before the Closing Date, Former Seller Stockholders and stockholders of the Surviving Corporation shall deliver to Purchaser, with a copy to the Stockholder Representative, consents pursuant to Regulation 1.1362-6(a)(5) of the Code, effective as of the Effective Time.

  • Buyer acknowledges that it, and not Seller, is in charge of the Former Seller Properties for purposes of all reporting requirements arising on or after the Effective Date under any Environmental Laws.

  • No Seller Related Person or, to the Company’s Knowledge, Former Seller Related Person, owns any real or personal property right, tangible or intangible which is used in the business of any Company Party.

  • In addition, the Seller shall be subrogated to any Subrogation Claims that any Buyer Indemnitee may have against any Former Seller under such agreements that arise out of, or are otherwise related to, the facts, circumstances, issues or matters giving rise to Damages for which the Buyer Indemnitees would be entitled to indemnity pursuant to Section 9.01(a), but for the provisions of Section 9.01(b).

  • Buyer shall have the right to assign this Environmental Agreement and the rights and obligations under this Environmental Agreement to a third party in connection with an assignment of all of its interests in and to one or more of the Former Seller Properties, or to any person acquiring a distinct line or division of the Business, provided that Buyer shall remain liable for the full and proper performance of their obligations hereunder.

  • The Former Seller Stockholders, the Seller and the Purchaser shall take all action necessary to make the election to have the closing of the books method apply and shall timely file such elections and reports, including the election required under Regulation Section 1.1362- 6(a)(5), to effectuate the use of the closing of the books method.

Related to Former Seller

  • Seller has the meaning set forth in the Preamble.

  • the Seller means the person so described in the Order;

  • Seller Parties has the meaning set forth in the preamble to this Agreement.

  • Other Sellers shall have the meaning set forth in Section 10.4.

  • The Purchaser means the organization purchasing the Goods, as named in SCC.

  • Retail seller means any person that sells any dangerous drug to consumers without assuming control over and responsibility for its administration. Mere advice or instructions regarding administration do not constitute control or establish responsibility.

  • Seller Related Parties means Seller, RAR, ROP, the Applicable Parties, any Affiliate of Seller and their respective direct or indirect members, partners, stockholders, officers, directors, employees and agents.

  • Seller Parent has the meaning set forth in the Preamble.

  • Buyer Parties means Buyer, its respective Affiliates and the former, current or future equity holders and Representatives of each of the foregoing.

  • Seller Entities means, collectively, Seller and all Seller Subsidiaries.

  • Buyer has the meaning set forth in the preamble.

  • Sellers has the meaning set forth in the Preamble.

  • Transferred Entities means the entities set forth on Schedule 1.5.

  • Seller Affiliate means any Affiliate of Seller.

  • Mortgage Loan Seller Sub-Servicer A Sub-Servicer required to be retained by the Master Servicer by a Mortgage Loan Seller, as listed on Exhibit S to this Agreement, or any successor thereto.

  • Delaware Trust Assets Purchaser means the Computershare Delaware Trust Company.

  • Purchaser means the organization purchasing the goods.

  • Seller Group means, at any time, the group of companies comprised of Xxxxx Fargo & Company and its subsidiaries at that time.

  • Subject Company shall have the meaning set forth in Section 6.10(a).

  • Seller Related Party means the Selling Entities and each of their respective stockholders, partners, members, Affiliates, directors, officers, employees, controlling persons and agents.

  • Transferred Asset means each asset, including any Loan Asset and Substitute Loan Asset (including, if any, the Participation thereof), Conveyed by the Seller to the Purchaser hereunder, including with respect to each such asset, all Related Property; provided that the foregoing will exclude the Retained Interest and the Excluded Amounts.