Buyer Group Sample Clauses

Buyer Group the Buyer, its buyer/client, its and their subsidiaries, parent, affiliated and associated companies including its and their (sub)contractors (excluding members of Seller Group), clients, agents, servants, directors, officers and employees, always related to the Contract.

Buyer Group. Buyer Group" shall have the meaning set forth in Section 11.1. Section

Buyer Group the Buyer and each of its Related Bodies Corporate (other than the Target Entities) and Buyer Group Member means any member of the Buyer Group. Buyer Warranties the representations and warranties in Schedule 3. Buyer’s Consolidated Group the Consolidated Group of which the Buyer is a member. Buyer’s Head Company the Head Company of the Buyer’s Consolidated Group. Claim any claim, Demand, legal proceedings or cause of action including any claim, Demand, legal proceedings or cause of action: 1 based in contract (including, breach of Warranty); 2 based in tort (including misrepresentation or negligence); 3 under common law; or 4 under statute, in any way relating to this agreement or the Sale and includes a claim, demand, legal proceedings or cause of action arising from a breach of Warranty, or under an indemnity in this agreement. Company GBC Fordigraph Pty Ltd (ACN 072 349 949). Completion completion of the sale and purchase of the Sale Shares under clause 6.

Buyer Group. The shareholding structure of the Buyer Group set out in Schedule 5 is accurate in all material aspects. The details of the Seller Group Companies set out in Schedule 6 is accurate in all material aspects.

Buyer Group the Buyer and each of its Related Bodies Corporate (other than the Target Entities) and Buyer Group Member means any member of the Buyer Group. Buyer Warranties the warranties in Schedule 5. Claim any claim, demand, legal proceedings or cause of action, including any claim, demand, legal proceedings or cause of action: 1 based in contract (including breach of Warranty);

Buyer Group. Buyer and Mxxxxxxx. CERCLA: the Comprehensive Environmental Response, Compensation and Liability Act, as amended, 42 U.S.C. 9601 et seq. Closing: as defined in Section 2.1. Closing Date: as defined in Section 2.1. Closing Net Assets Statement: as defined in Section 2.4. Code: the Internal Revenue Code of 1986, as amended. Collateral Agreements: the agreements and other documents and instruments described in Sections 5.1.1 and 5.1.4. Consent: any consent, approval, authorization, waiver, permit, grant, franchise, concession, agreement, license, exemption or order of, registration, certificate, declaration or filing with, or report or 43

Buyer Group. (a) With the consent of the Seller (such consent not to be unreasonably withheld) the Buyer may novate all of its rights and obligations under this Agreement to a company which is a wholly owned subsidiary of the same company of which the Buyer is a wholly owned subsidiary (the “Nominee Company”). (b) The effect of the novation pursuant to clause 1.4(a) will be such that the Nominee Company will become bound by the terms of this Agreement in all respects and assume and perform the rights and obligations of the Buyer under this Agreement as if the Nominee Company were an original party to this Agreement.

Buyer Group. Buyer shall be entitled to designate, by providing written notice to Seller at least five (5) days prior to the Closing Date, one or more members of the Buyer Group to (i) purchase the Acquired Assets (including the Transferred Contracts), (ii) assume the Assumed Liabilities, and/or (iii) employ the Business Employees.

Buyer Group. Except with respect to the matters set forth in Section 11.4 hereof, the maximum aggregate Damages for Buyer Group with respect to a claim for indemnification under Section 11.1(a)(i) and any and all actions, suits, proceedings, demands, assessments, judgments, reasonable attorneys’ fees, costs and expenses incident to any claim made pursuant to Section 11(a)(i) shall not exceed the aggregate amount of any Royalty Payments.

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