EBS Sample Clauses

EBSAs of the Closing Date, the Business has no fewer than --- 81,000 EBSs (the "EBS Condition").
EBSAs of the Closing Date, either (a) the Business has no --- fewer than 8,150 EBSs or (b) Buyer has waived its right to an adjustment pursuant to SECTION 3. 2.1 except to the extent of the adjustment applicable if the number of EBSs were 8,150.
EBSAs of the Closing Date, either (a) the Business, combined --- with the EBS's of the Xxxxxxxxxxx System and the Southwest Michigan System, has no fewer than 16,530 EBSs or (b) Buyer has waived its right to an adjustment pursuant to SECTION 3. 2.1 except to the extent of the adjustment applicable if the number of EBS's (i) of the Business were 673, (ii) in the Xxxxxxxxxxx System were 1437 and (iii) in the Southwest Michigan System were 14,420.
EBSAs of the Closing Date, the Business, combined with the --- EBS's of the Xxxxxxxxxxx System and the Vicksburg System, has no fewer than 16,530 EBS's; provided, that if such aggregate number of EBS's is less than 16,530, Buyer may elect not to close, or if Buyer elects to close, the extent of the adjustment pursuant to SECTION 3.2.1 shall be as if the applicable number of EBS's (a) of the Business were 14,420, (b) in the Xxxxxxxxxxx System were 1437 and (c) in the Vicksburg System were 673.
EBSAs of the Closing Date, the Business, combined with the --- EBS's of the Xxxxxxxxxxx System and the Southwest Michigan System, has no fewer than 16,530 EBS's; provided, that if such aggregate number of EBS's is less than 16,530, Buyer may elect not to close, or if Buyer elects to close, the extent of the adjustment pursuant to SECTION 3.2.1 shall be as if the applicable number of EBS's (a) of the Business were 673, (b) in the Xxxxxxxxxxx System were 1437 and (c) in the Southwest Michigan System were 14,420.
EBSAs of the Closing Date, the Business has no --- fewer than 5,250 EBSs.
EBS. The Company agrees to make arrangements during the fourth quarter (FY) for Employee Benefits Inc., to meet individually with bargaining unit employees on site, for a period of no more than 1 hour per year, in order to present available, supplemental insurance options. Employees who wish to participate in EBS benefits will do so via home billing.

Related to EBS

  • Newco Prior to the Effective Time, Newco shall not conduct any business or make any investments other than as specifically contemplated by this Agreement and will not have any assets (other than the minimum amount of cash required to be paid to Newco for the valid issuance of its stock to the Parent).

  • Stockholder Services (i) Manage services for and communications with Stockholders, including answering phone calls, preparing and sending written and electronic reports and other communications; (ii) Oversee the performance of the transfer agent and registrar; (iii) Establish technology infrastructure to assist in providing Stockholder support and service; and (iv) Consistent with Section 3.01, the Advisor shall perform the various subscription processing services reasonably necessary for the admission of new Stockholders.

  • Shareholder Services Transfer Agent or its agent will investigate all inquiries from Shareholders of a Fund relating to Shareholder accounts and will respond to all communications from Shareholders and others relating to its duties hereunder and such other correspondence as may from time to time be mutually agreed upon between Transfer Agent and a Fund. Transfer Agent shall provide each Fund with reports concerning Shareholder inquires and the responses thereto by Transfer Agent, in such form and at such times as are agreed to by the Fund and Transfer Agent.

  • Logistics The Client shall arrange their own transportation and accommodation, unless Client and Performer agree otherwise. If requested, the Performer shall arrange transport within Ostrava, and provide accommodation in a hotel.

  • Cornerstone shall use its best efforts to register or qualify such shares under such other securities or "blue sky" laws of such jurisdictions as the LLC reasonably requests and do any and all other acts and things which may be reasonably necessary or advisable to enable the LLC to consummate the disposition in such jurisdictions of the Registered Shares (provided that Cornerstone shall not be required to (i) qualify generally to do business in any jurisdiction in which it would not otherwise be required to qualify but for this Section 6.9, (ii) subject itself to taxation in any such jurisdiction, or (iii) consent to general service of process in any such jurisdiction).

  • S&P Standard & Poor’s Ratings Services, a division of The XxXxxx-Xxxx Companies, Inc., or its successor.

  • Effective Time Subject to the provisions of this Agreement, at the Closing, the Company will cause a certificate of merger (the “Certificate of Merger”) to be executed, acknowledged and filed with the Secretary of State of the State of Delaware in accordance with Section 251 of the DGCL. The Merger will become effective at such time as the Certificate of Merger has been duly filed with the Secretary of State of the State of Delaware or at such later date or time as may be agreed by the Company and Merger Sub in writing and specified in the Certificate of Merger in accordance with the DGCL (the effective time of the Merger being hereinafter referred to as the “Effective Time”).

  • The Surviving Corporation Section 3.01.

  • Mobility The ability to move indoors from room to room on level surfaces at the normal place of residence.

  • U.S. Real Property Holding Corporation The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.