Target Member definition

Target Member has the meaning given to such term in Section 14.4(a).
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Target Member means any Person who or which holds any Target Interests.
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Target Member is defined in Section 5.2.
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Examples of Target Member in a sentence

  • The Surviving Corporation shall pay, within thirty (30) days after any request for advancement, all expenses, including attorneys’ fees, which may be incurred by any Target Member Indemnitee in enforcing this Section or any action involving a Target Member Indemnitee resulting from the transactions contemplated by this Agreement.

  • No fractional shares shall be issued to the Buyco Shareholders nor the Target Members in connection with the foregoing procedure (after aggregating all fractional entitlements for a particular Buyco Shareholder or Target Member, as applicable) and fractions shall be rounded down to the next nearest whole share.

  • Unless otherwise required by law, no Target Member has any agreement or other arrangement (binding or otherwise) with any trade union or other body representing its employees or any of them nor does it recognize any trade union or other body representing its employees or any of them for negotiating purposes.

  • Other than under the Sponsorship Agreements and Disclosed in the Target SEC Filings, no Target Member or Cord Blood Bank is provided or has received any technical support in the conduct of its business from any third party.

  • Each Target Member and Cord Blood Bank is currently in compliance with all Environmental Laws in all material respects and is in possession of all required environmental Permits.

  • Each Target Member understands that the Consideration Shares may not be sold, transferred, or otherwise disposed of without registration under the 1933 Act or an exemption there from, and that in the absence of an effective registration statement covering the Consideration Shares or any available exemption from registration under the Securities Act, the Consideration Shares must be held indefinitely.

  • All components of all material buildings, structures, fixtures and other improvements in, on or within the Real Property and Leased Properties are in reasonably good operating condition and repair for use by the relevant Target Member in its business.

  • Purchaser may conclusively and absolutely rely, without inquiry, and until the receipt of written notice of a change of the Target Representative under Section 1.3(i)(iii), may continue to rely, without inquiry, upon the action of the Target Representative as the action of each Target Member in all matters referred to in Section 1.3(i).

  • The issuance and sale of the Notes and Conversion Shares shall not result in a right of any holder of any securities of any Target Member to exercise any preemptive rights, rights of first refusals or other rights, or to adjust the exercise, conversion, exchange or reset price under any of such securities.

  • There are no circumstances whereby, following a change in the control of any Target Member or in the composition of the board of directors of a Target Member, any of the principal customers of or suppliers to any Target Member would cease to remain customers or suppliers to the same extent and of the same nature as prior to the date hereof.

Related to Target Member

  • Independent Member of the board means a member of the board who has no business, family or other relationship that raises a conflict of interests regarding the CCP concerned or its controlling shareholders, its management or its clearing members, and who has had no such relationship during the five years preceding his membership of the board;

  • Management Member means any Member that is an employee of the Company or any of its Subsidiaries.

  • Management Members shall have the meaning set forth in the introductory paragraph of this Agreement.

  • Founder Member means a subscriber to these rules for the purposes of registration;

  • Subject Member has the meaning set forth in Section 4.1(d).

  • Team Member means an individual who is allowed to access the Cloud Service but is only granted membership in groups associated with “Team Member” permissions for the Cloud Service.2

  • Partner Group means any legal entity that has direct or indirect Control over the Partner and only as long as that legal entity maintains direct or indirect Control (“Parent Companies”) as well as all Associated Companies of the Parent Companies.

  • Unitholder means a person holding units in the scheme of the Mutual Fund.

  • Bankrupt Member means a Member who: (i) has become the subject of a decree or order for relief under any bankruptcy, insolvency or similar law affecting creditors' rights now existing or hereafter in effect; or (ii) has initiated, either in an original proceeding or by way of answer in any state insolvency or receivership proceeding, an action for liquidation, arrangement, composition, readjustment, dissolution, or similar relief.

  • Alliance Partner means "Flatworld Trading Pvt Ltd ", who has entered into an alliance agreement with Axis Bank for purpose of providing the Offer.

  • Principal Member means the person who signs the application and is responsible for the payment of premiums.

  • Full Member means any person who is in one of the categories of membership referred to in Rule 10.3.

  • Lead Member shall, in the case of a joint venture, mean the member of such joint venture who shall have the authority to bind the contractor and each member of the Joint venture; and shall be deemed to be the Contractor for the purposes of this Agreement; the Lead Member shall itself undertake and perform at least 51% (fifty one per cent) of the total length of the Project Highway;

  • Designated member means the spouse, child, grandchild, parent, brother, or sister of a deceased individual who owned an interest in a wholesaler, who is entitled to inherit the deceased individual's ownership interest in the wholesaler under the terms of the deceased individual's will, or who has otherwise been designated in writing by the deceased individual to succeed the deceased individual in the wholesaler's business, or is entitled to inherit such ownership interest under the laws of intestate succession of this state. With respect to an incapacitated individual owning an ownership interest in a wholesaler, the term means the person appointed by a court as the conservator of such individual's property. The term also includes the appointed and qualified personal representative and the testamentary trustee of a deceased individual owning an ownership interest in a wholesaler.

  • Individual Member means a registered, financial Member of the Club who is at least 18 years of age.

  • Class B Stockholder means (i) the registered holder of a share of Class B Common Stock at the Effective Time and (ii) the initial registered holder of any shares of Class B Common Stock that are originally issued by the Corporation after the Effective Time.

  • Class B Member means a Member holding one or more Class B Ordinary Shares.

  • Trading Partner means any external computer interoperating with a Licensed Component through one or more protocols, one or more networks, or one or more adapters;

  • Targeted Holder means each holder of (i) a right to receive interest or principal with respect to the Retained Notes, (ii) any interest in the Trust with respect to which an Opinion of Counsel has not been rendered that such interest will be treated as debt for federal income tax purposes, and (iii) a right to receive any amount in respect of the Trust Certificate; provided, however, that any Person holding more than one right or interest each of which would cause such Person to be a Targeted Holder shall be treated as a single Targeted Holder.

  • Founder means, in respect of an issuer, a person who,

  • Service member means a member of the armed forces, a reserve branch of the armed forces, or the Michigan national guard.