Acquired Entities. Each of the following conditions shall be satisfied by the Borrower with respect to each Acquired Entity acquired on or after the date hereof:
Acquired Entities. (a) To the extent in existence and designated as an Acquired Entity as of the date of this Agreement, each such Acquired Entity is duly organized and validly existing under the laws of its jurisdiction of organization and has all organizational powers required to carry on its business as now conducted. Any Acquired Entity that is organized after the date of this Agreement shall be duly organized and validly existing under the laws of its jurisdiction of organization as of the date of its organization, and shall have all organizational powers required to carry on its business as shall be proposed to be conducted.
Acquired Entities. (a) Section 4.4(a) of the Disclosure Schedule sets forth for each Acquired Entity (i) its name and jurisdiction of formation, (ii) the authorized, issued and outstanding equity ownership interests of such entity, and (iii) the names of the holders thereof, and the number of ownership interests held by each such holder.
Acquired Entities. Schedule 2 sets forth, for each of the Acquired Entities, the name, jurisdiction of organization, holder(s) of Capital Stock (and number of shares or percentage interests held for each such holder) of such Acquired Entity.
Acquired Entities. Notwithstanding anything to the contrary contained herein, the Borrower will not permit any Acquired Entity to create, incur, assume or permit to exist any Debt (other than the Indebtedness) or Lien (other than the Lien securing the payment of the Indebtedness), make any loans, advances or investments in any persons, or sell or transfer any of its property, whether now owned or hereafter acquired except for Debt and Liens in favor of the Borrower and Liens permitted by Section 9.02.
Acquired Entities. Notwithstanding anything to the contrary herein, if a legal entity or business unit becomes an Affiliate of Licensee, or a business unit of Licensee or its Affiliate, after the Effective Date (an “Acquired Entity”), the licenses, covenant not to assert and release under this Agreement shall not extend to any products or services of that Acquired Entity, or to any new or modified products or services based thereon, if the Acquired Entity or any of its pre-acquisition Affiliates is then engaged in litigation or other adversarial proceedings with any of Licensors.
Acquired Entities. “Acquired Entities” means the Company and each of its Subsidiaries, collectively.
Acquired Entities. Notwithstanding anything to the contrary contained herein, the Company will not permit any Acquired Entity to create, incur, assume or permit to exist any Debt (other than the Senior Indebtedness and the Indebtedness) or Lien, make any loans, advances or investments in any persons, or sell or transfer any of its property, whether now owned or hereafter acquired except for Debt and Liens in favor of the Company and Liens permitted by Section 9.02.
Acquired Entities. 42 6.3 Authorization................................................................................ 42 6.4 No Other Agreements to Purchase.............................................................. 42 6.5 No Violation................................................................................. 43 6.6
Acquired Entities. Sellers shall have delivered to Purchaser documentation reasonably satisfactory to the Parties evidencing (i) the valid transfer to Purchaser of the Equity Interests of the Acquired Entities at Closing, free and clear of all Liens (other than Permitted Encumbrances), including, to the extent any such Equity Interests are certificated, certificates evidencing such Equity Interests duly endorsed in blank or accompanied by transfer powers duly executed in blank, and (ii) the completion of the steps of the Pre-Closing Reorganization necessary to eliminate any liabilities described therein owed by an Acquired Entity to one or more Sellers.
