Certain Defined Items Sample Clauses

Certain Defined Items. References in Article V and elsewhere in this Agreement to (i) "Seller's Knowledge" shall mean the facts and circumstances that Seller
Sample 1
AutoNDA by SimpleDocs
Certain Defined Items. References in Sections 3.1 through 3.30 and elsewhere in this Agreement to (i) "Seller's Knowledge" shall refer to the facts and circumstances that the Company or any of the Sellers knew or should have known after appropriate inquiry; (ii) "Person" shall mean any individual, corporation, partnership, proprietorship or other entity of any kind; and (iii) "Condition of the Business" shall mean the assets, financial condition, results and operations of the Business.
Sample 1
Certain Defined Items. References in Sections 5.1 through 5.17 and --------------------- ------------------------- elsewhere in this Agreement to (i) "Seller's Knowledge" shall mean actual knowledge of any of the following individuals: Fxxxx Xxxxxxx, Jxxx Xxxxxxx, Mxxx Xxxxxxxxx, Sxxxx Xxxxxxxxxx, Rxxxxx Xxx Xxxx, Mxxxxxx Xxxxxxxxx or Pxxx Xxxx: (ii) "Material Adverse Effect" shall mean a material adverse effect on the value of the Purchased Assets or the financial condition, operations, or results of operations of the Business involving the sum in excess of $100,000.00; and (iii) "Person" shall mean any individual, corporation, limited liability company, partnership, proprietorship, trust or other entity of any kind.
Sample 1
Certain Defined Items. References in Sections 5.1 through 5.27 and elsewhere in this Agreement to (i) "Seller's Knowledge" shall mean the actual knowledge after reasonable inquiry of any officers of Seller at the level of vice president or above including, without limitation June X. Xxxxxxx (taxes), Xxxxxxx X. Xxxxxxxx (labor and employee benefits) and Xxxxxx Xxxxx (environmental) (it being agreed
Sample 1
Certain Defined Items. References in SECTIONS 5.1 THROUGH 5.17 and elsewhere in this Agreement to (i) "Sellers' Knowledge" shall mean the facts and circumstances that Sellers knew or should have known after appropriate inquiry, PROVIDED THAT appropriate inquiry of employees of Sellers shall be deemed to have been made by inquiry of the following individuals: Xxxxx Xxxxxxxx, Xxxx Xxxx, Xxx Xxxxxxxxxxx, Xxxxx Xxxxxx, Xxxxx Xxxxxxxxx and Xxxxxx Xxxx; each of these named individuals has reviewed this ARTICLE 5.0 and has provided to Sellers the information known to such individuals regarding the representations and warranties contained herein; (ii) "Material Adverse
Sample 1

Related to Certain Defined Items

  • Certain Defined Terms As used in this Agreement, the following terms shall have the following meanings:

  • Certain Definitions For purposes of this Agreement, the following terms have the meanings indicated:

  • Captions: Certain Definitions The captions of the various sections and paragraphs of this Agreement have been inserted only for the purposes of convenience; such captions are not a part of this Agreement and shall not be deemed in any manner to modify, explain, enlarge or restrict any of the provisions of this Agreement. As used in this Agreement the term “person” shall mean and include an individual, a partnership, a joint venture, a corporation, a limited liability company, a trust, an unincorporated organization and a government or any department or agency thereof.

  • Construction; Certain Defined Terms (a) The definitions of terms herein shall apply equally to the singular and plural forms of the terms defined. Whenever the context may require, any pronoun shall include the corresponding masculine, feminine and neuter forms. The words “include”, “includes” and “including” shall be deemed to be followed by the phrase “without limitation”. The word “will” shall be construed to have the same meaning and effect as the word “shall”. Unless the context requires otherwise, (i) any definition of or reference to any agreement, instrument, other document, statute or regulation herein shall be construed as referring to such agreement, instrument, other document, statute or regulation as from time to time amended, supplemented or otherwise modified, (ii) any reference herein to any Person shall be construed to include such Person’s successors and assigns, but shall not be deemed to include the subsidiaries of such Person unless express reference is made to such subsidiaries, (iii) the words “herein”, “hereof and “hereunder”, and words of similar import, shall be construed to refer to this Agreement in its entirety and not to any particular provision hereof, (iv) all references herein to Articles, Sections and Annexes shall be construed to refer to Articles, Sections and Annexes of this Agreement, (v) unless otherwise expressly qualified herein, the words “asset” and “property” shall be construed to have the same meaning and effect and to refer to any and all tangible and intangible assets and properties, including cash, securities, accounts and contract rights and (vi) the term “or” is not exclusive.

  • Certain Defined Terms Used in Lock-up Agreement For purposes of the letter agreement to which this Annex A is attached and of which it is made a part:

  • Certain Additional Defined Terms In addition to such terms as are defined in the opening paragraph of and the recitals to this Agreement and in Section 1.1, the following terms are used in this Agreement as defined in the Sections set forth opposite such terms: Defined Term Section Reference ------------ -----------------

  • Incorporation of Certain Definitions by Reference Each capitalized term used herein and not otherwise defined herein shall have the meaning provided therefor (including by incorporation by reference) in the Related Documents.

  • Amendment of Certain Definitions Section. ------------------------------------------

  • UCC Definitions Unless otherwise defined herein or the context otherwise requires, terms for which meanings are provided in the UCC are used in this Security Agreement, including its preamble and recitals, with such meanings.

  • Defined Terms; References Unless otherwise specifically defined herein, each term used herein which is defined in the Credit Agreement has the meaning assigned to such term in the Credit Agreement. Each reference to "hereof", "hereunder", "herein" and "hereby" and each other similar reference and each reference to "this Agreement" and each other similar reference contained in the Credit Agreement shall, after this Amendment becomes effective, refer to the Credit Agreement as amended hereby.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!