Target Group Entities definition

Target Group Entities means each of the Target Entities and the Subsidiaries;
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Target Group Entities means each of the GP, the Partnership and any Subsidiary of the Partnership, (B) “Subsidiary” means, with respect to any Person, any other Person of which at least a majority of the securities or ownership interests having by their terms ordinary voting power to elect a majority of the board of directors or other Persons performing similar functions is directly or indirectly owned or controlled by such Person and/or by one or more of its Subsidiaries, and (C) “Person” means any natural person, corporation, company, partnership (general or limited), limited liability company, trust or other entity. For the avoidance of doubt, the Target Group Entities do not include the Fund, the Fund GP, Art Agency Partners Associates Holdings, LLC (the “Fund JV”) or the JV LLC. (b) By the Target Group Entities. Subject to the terms and conditions of this Agreement, at or prior to the Closing, Sellers have caused each Target Group Entity to deliver: (i) to the extent required pursuant to the certificate of formation and limited liability company agreement, partnership agreement, operating agreement or comparable governing document(s) (“Organizational Documents”) of the GP, the Fund GP, the Fund JV, the Fund (the Fund, together with the Fund JV, the Fund GP, the JV LLC and Art Agency Partners Affiliates LLC, the “Fund Entities”) or the Partnership, or any other Fund Document (as such term is defined in Section 3.4(b), below), as applicable, the requisite written consent of the members or partners, as the case may be, approving the Transactions (as such term is defined in Section 1.5(a)(vii), below); (ii) the fully-executed assignments (the “Carry Assignment”) attached hereto as Exhibit B pursuant to which Sellers have assigned to Buyer the right to receive -2- seventy-five percent (75%) of all carry distributions (including, but not limited to, liquidating distributions), income and amounts that each of Fund GP and the JV LLC receives in respect of its interest in Fund and Fund JV, respectively, in its capacity as General Partner and Class B Unitholder, respectively, as defined in the governing documents of the Fund and Fund JV, respectively (such distributions, income and amounts, the “Carry” and the assigned interest therein, the “Assigned Carry”); and (iii) fully-executed copies of all of the amendments in respect of the Fund Entities listed in Exhibit F hereto (collectively, the “Fund-Related Amendments”). (c)
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Target Group Entities means the Company, the School Holding Companies, the School Entities and Oasis, and “Target Group Entity” means each of them;
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Examples of Target Group Entities in a sentence

  • Transactions entered into by the Target Group Entities ( as defined in the SSA) with their respective Related Parties (as defined in the SSA) or the Related Parties of the Sellers, shall be conducted in the Ordinary Course of Business (as defined in the SSA).

  • Post Completion (as defined in the SSA), the Acquirer shall have the right, at its sole and absolute discretion, to require the Target Group Entities to terminate or re-negotiate the aforesaid transactions.

  • Data protection 18.1 The Target Group Entities have at all times complied with the Data Protection Laws in all respects.

  • The Purchaser shall not be entitled to make any claim in respect of or to recover any sums pursuant to clause 12.2(c) unless the Purchaser and all of the other relevant members of the Purchaser Group have first used their respective best endeavours to recover the relevant sums pursuant to any insurance policies maintained by any of the Target Group Entities at or following Completion (each a "Policy"), and then only to the extent that recovery against such policies has not been made.

  • Target Group Entities' confidential information The Seller shall not, and shall procure that, the Seller Group shall not, at any time after Completion disclose to any person, or use for its own benefit, any confidential information of any Target Group Entity that it holds at Completion.

  • The Purchaser undertakes that between Completion and the close of business on the Completion Date, it will not, and shall procure that the Target Group Entities will not, enter into any arrangements that may result in any transfer of value from the Target Group Entities for the benefit of the Purchaser.

  • In this paper, we present the second generation of our tool, in which accesses to locks are scheduled using our Optimized Supremum Versioning Algorithm for Control Flow (OptSVA-CF) (Siek and Wojciechowski 2016).

  • There is no outstanding or pending judgment, order, ruling or decision by any, court, tribunal, arbitrator or Authority which is likely to have a material adverse effect either on the Target Group Entities taken as a whole or any particular Target Group Entity.

  • For the avoidance of doubt, this clause 6.5 relates strictly to the provision of information only and nothing in this clause 6.5 or this agreement shall require the 13 Seller to take any actions whatsoever in respect of any conditions or restrictions required by an anti-trust authority which are imposed on the Purchaser or the Target Group Entities after Completion.

  • Environmental matters 14.1 The Target Group Entities have all Environmental Consents required by Environmental Law to operate the business as currently conducted and are not in material breach of any conditions of any Environmental Consent.


More Definitions of Target Group Entities

Target Group Entities means each of the GP, the Partnership and any Subsidiary of the Partnership, (B) “Subsidiary” means, with respect to any Person, any other Person of which at least a majority of the securities or ownership interests having by their terms ordinary voting power to elect a majority of the board of directors or other Persons performing similar functions is directly or indirectly owned or controlled by such Person and/or by one or more of its Subsidiaries, and (C) “Person” means any natural person, corporation, company, partnership (general or limited), limited liability company, trust or other entity. For the avoidance of doubt, the Target Group Entities do not include the Fund, the Fund GP, Art Agency Partners Associates Holdings, LLC (the “Fund JV”) or the JV LLC.
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Target Group Entities has the meaning given to it in the Preamble of this Agreement;
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Related to Target Group Entities

  • Target Group means the Target and its Subsidiaries.

  • Target Companies means the Target and its Subsidiaries.

  • Group Companies means the Company and its Subsidiaries.

  • Acquired Companies means, collectively, the Company and the Company Subsidiaries.

  • Acquired Entities means the Company and the Acquired Subsidiaries.

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

  • Acquired Company means any business, corporation or other entity acquired by the Company or any Subsidiary.

  • Peer Group Companies means the following companies: .

  • Seller Subsidiaries means the subsidiary partnerships of the McNeil Partnerships listed on Annex G to this Agreement (the "Subsidiary Partnerships") and the subsidiary corporations listed on Annex F to this Agreement (the "Subsidiary Corporations") which hold GP Interests in certain of the Subsidiary Partnerships.

  • Target Company means each of the Company and its direct and indirect Subsidiaries.

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

  • Group Entity means any of the Company and Subsidiaries of the Company.

  • Partnership Entities means the General Partner and each member of the Partnership Group.

  • Company Subsidiaries means the Subsidiaries of the Company.

  • Seller Group Member means (a) Seller and its Affiliates, (b) directors, officers and employees of Seller and its Affiliates and (c) the successors and assigns of the foregoing.

  • Project Companies means all Group Project Companies and Non-Group Project Companies together, each being a “Project Company”.

  • SpinCo Entities means the entities, the equity, partnership, membership, limited liability, joint venture or similar interests of which are set forth on Schedule IV under the caption “Joint Ventures and Minority Investments.”

  • Group Company of a Company means

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

  • Company Entities means the Company and its Subsidiaries.

  • Company Group Member means Company or any Company Affiliate;

  • Spinco Subsidiaries means all direct and indirect Subsidiaries of Spinco immediately following the Contribution.

  • Seller’s Group means the Seller and any company which is, on or after the date of this Agreement, a subsidiary or holding company of the Seller or a subsidiary of a holding company of the Seller, and excludes, for the avoidance of doubt, any Group Company, and "Seller's Group Company" shall be construed accordingly.

  • Transferred Subsidiaries shall have the meaning set forth in the Recitals.

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

  • Buyer Group Member means (a) Buyer and its Affiliates, (b) directors, officers and employees of Buyer and its Affiliates and (c) the successors and assigns of the foregoing.