No Seller definition

No Seller has any obligations to third Persons for royalties related to the Business and the Products.
No Seller has: (i) filed any voluntary petition in bankruptcy (liquidation or reorganization) or suffered the filing of any involuntary petition by its creditors; (ii) made a general assignment for the benefit of creditors; (iii) suffered the appointment of a receiver or trustee to take possession of all or substantially all of its assets; or (iv) suffered the attachment or other judicial seizure of all or substantially all of its assets.
No Seller has violated or breached in any material respect, or declared or committed any material default under any Material Contract or any Transferred Contract, and to the Knowledge of the Company, (i) no other party thereto has violated or breached in any material respect, or committed any material default under any Material Contract or any Transferred Contract and (ii) no event has occurred, and no circumstance or condition exists, that could (with or without notice or lapse of time) reasonably be expected to (A) result in a violation or breach of any Material Contract or any Transferred Contract, (B) give any Person the right to declare an event of default or exercise any remedy under any Material Contract or any Transferred Contract, (C) give any Person the right to accelerate the maturity or performance of any Material Contract or any Transferred Contract or (D) give any Person the right to cancel, terminate or modify any Material Contract or any Transferred Contract, in the cases of clauses (A), (B), (C) and (D), except as would not reasonably be expected to be material to the Business. Since January 1, 2019, no Company Group Entity has received any written, or to the Knowledge of the Company, other notice, regarding an actual or alleged violation or breach of, or default under, any Material Contract or any Transferred Contract.(c) Each Material Contract and Transferred Contract is valid, binding and enforceable against the applicable Seller and, to the Knowledge of the Company, the other parties thereto in accordance with its terms and is in full force and effect, except, in each case,36

Examples of No Seller in a sentence

  • No Seller or Seller Group member shall be entitled to any payment or other consideration in addition to the Purchase Price with respect to the acquisition or use of any Tax items or attributes by Purchaser, any Purchased Subsidiary or Affiliates thereof.

  • No Seller Employee Plan provides medical, health, dental or life benefits (whether or not insured), after an employee’s or other service provider’s termination of employment or service other than COBRA Coverage and other coverage required by applicable Law, the full cost of which is borne by the former employee of Seller and/or his or her qualified beneficiaries.

  • No Seller shall at any time after it ceases to hold any Shares use in any manner in the course of any business or (so far as within its power) permit or encourage to be used, other than by the Company, any name used by the Company or any other trade or business name or any xxxx, sign or logo or any confusingly similar name, xxxx, sign or logo used by the Company, or present itself or permit itself to be presented as in any way currently connected with or interested in the business of the Company.

  • No Seller charges of any kind will be allowed, including charges for boxing, packing or cartage, unless specifically agreed to by Xxxxx in writing.

  • No Seller shall at any time after it ceases to hold any Shares use in any manner in the course of any business or (so far as within its power) permit or encourage to be used, other than by the Company, any name used by the Company or any other trade or business name or any mark, sign or logo or any confusingly similar name, mark, sign or logo used by the Company, or present itself or permit itself to be presented as in any way currently connected with or interested in the business of the Company.

  • No Seller or any Related Person of Sellers or of any Acquired Company has, or since [the first day of the next to last completed fiscal year of the Acquired Companies] has had, any interest in any property (whether real, personal, or mixed and whether tangible or intangible), used in or pertaining to the Acquired Companies' businesses.

  • No Seller and, to the knowledge of Sellers, no other party, is in breach of any Material Agreement, and no Seller has received or delivered a written notice of default or breach with respect to any Material Agreement.

  • No Seller has received a notice from an applicable operator that an imbalance constitutes all of such Seller’s (or its Affiliate’s) share of ultimately recoverable reserves in any balancing area.

  • No Seller, when issued a Work Order for a TTI or Repair, shall initiate, incur or be authorized for any expense(s), except for an initial minimal and justified administrative expenses, until such time as the asset is physically received; notice is received by PROS V; and Seller receives a modified Work Order with a notice to proceed expressly for the TTI and/or the Repair.

  • No Seller will accept cancellation, modification, suspension, or delay in shipment of Customer’s order on terms that will not fully indemnify and reimburse the Seller against loss.


More Definitions of No Seller

No Seller has received since January 1, 1992 any complaint, claim or notice alleging any such infringement, violation or misappropriation.
No Seller is a "foreign person" as defined in Section 1445 of the Internal Revenue Code of 1986, as amended, and the income tax regulations thereunder.

Related to No Seller

  • Seller has the meaning set forth in the Preamble.

  • Seller Affiliate means any Affiliate of Seller.

  • Seller Parent 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.

  • Buyer has the meaning set forth in the preamble.

  • Transferred Entities means the entities set forth on Schedule 1.9.

  • Seller Related Parties means, with respect to each Seller, the TGE Entities, such Seller and such Seller’s stockholders, partners, members, Affiliates, Representatives, controlling persons and agents.

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

  • Primary Seller means the Seller whose Bid City selected as the principal supplier of the Goods and/or Services required under this Agreement.

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

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

  • Buyer Parties means Buyer, its Affiliates, their members, officers, directors, employees, agents, representatives, successors, and assigns.

  • Seller Related Party means Seller, its Affiliates and its and their respective stockholders, partners, members, officers, directors, employees, controlling persons, agents and representatives.

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

  • Sellers has the meaning set forth in the preamble.

  • Purchaser means the organization purchasing the goods.

  • Purchaser Affiliate means any affiliate of the Purchaser, including a transferee who is an affiliate of the Purchaser, and any person who controls the Purchaser or any affiliate of the Purchaser within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act; and

  • Seller Employees shall have the meaning ascribed thereto in Section 7.4(a) hereof.

  • Acquirer means a business organization, financial institution, or an agent of a business organization or financial institution that has authority from an organization that operates or licenses a credit card system to authorize merchants to accept, transmit, or process payment by credit card through the credit card system for money, goods or services, or anything else of value.

  • Knowledge of Seller or Seller’s Knowledge or any other similar knowledge qualification, means the actual or constructive knowledge of any director or officer of Seller, after due inquiry.

  • BIDDER/Seller which expression shall mean and include, unless the context otherwise requires, his successors and permitted assigns) of the second part.

  • Knowledge of the Seller means the actual knowledge of (i) the chairman of the board of directors of the Seller, (ii) the chief executive officer of the Seller or (iii) the chief financial officer of the Seller, in each case, as such positions are held as of the date hereof, in their capacity as office holders of the Seller.

  • Model 4 seller means a seller that is registered under the agreement and is not a model 1 seller, model 2 seller, or model 3 seller.

  • Knowledge of the Sellers means the actual knowledge of a fact or other matter, after due inquiry, of any one of the following individuals: Xxxxxx XxXxxxxxx, Xxxxx Xxxxxx, Xxxxxx Xxxxxx and Xxxx Xxxxxx.

  • Knowledge of Sellers means the actual knowledge of the individuals listed on Section 1.1D of the Sellers’ Disclosure Schedule as to the matters represented and as of the date the representation is made.