Acquired Company Interests definition

Acquired Company Interests shall have the meaning set forth in Section 1.1.
Sample 1Sample 2Sample 3
Acquired Company Interests has the meaning set forth in Section 3.04(a).
Sample 1
Acquired Company Interests has the meaning given to it in the recitals.
Sample 1

Examples of Acquired Company Interests in a sentence

  • As a result of this incident the company may now face potential civil liability based on vicarious liability.

  • The Purchaser is acquiring the Acquired Company Interests for its own account, not as a nominee or agent, for investment and not with a view toward any resale or distribution of any part thereof and the Purchaser has no present intention of selling, granting any participation in, or otherwise distributing the Acquired Company Interests.

  • Subject to the terms and conditions of this Agreement, the aggregate purchase price for the Acquired Company Interests shall be equal to $1,815,000,000 (the “Base Purchase Price”), as the same may be adjusted pursuant to the terms of this Agreement.

  • Buyer is acquiring the Acquired Company Interests for investment purposes and for its own account and not with a view toward or for sale in connection with any distribution thereof, or with any present intention of distributing or selling such Acquired Company Interests.

  • Buyer has such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risks of Buyer’s purchase of the Acquired Company Interests.

  • Buyer agrees that the Acquired Company Interests may not be sold, transferred, offered for sale, pledged, hypothecated or otherwise disposed of without registration under the Securities Act of 1933, as amended, except pursuant to an exemption from such registration available under such Act.

  • Upon the terms and subject to the conditions of this Agreement, at the Closing, Buyer shall, in consideration for the purchase of the Acquired Company Interests pursuant to Section 2.1, pay to Sellers (or one or more of each Seller’s respective designees identified in writing to Buyer prior to Closing) the Initial Purchase Price determined in accordance with Section 2.4(a).

  • Buyer is acquiring the Acquired Company Interests for its own account as an investment without the present intent to sell, transfer, or otherwise distribute the same to any other Person in violation of any securities Laws.

  • No Damages shall be determined or increased based on any multiple of any financial measure (including earnings, sales or other benchmarks) that might have been used by the Purchaser in the valuation of the Acquired Company Interests, the Acquired Entities, or their respective businesses and operations.

  • As of the Closing, Buyer will have available to it, or will cause Cronos Acquisitions to have available to it, sufficient funds to satisfy its monetary and other obligations with respect to the purchase and sale of the Acquired Company Interests and such other obligations of Buyer and/or Cronos Acquisitions contemplated by Article 1 and Article 2.


More Definitions of Acquired Company Interests

Acquired Company Interests means the equity interests held by the Company in the Acquired Companies and described in Exhibit A.
Sample 1
Acquired Company Interests means Contributor’s 100% membership interest in the Acquired Company.
Sample 1
Acquired Company Interests shall have the meaning specified in Section 4.5.
Sample 1
Acquired Company Interests has the meaning set forth in the Recitals.
Sample 1
Acquired Company Interests has the meaning set forth in the Recitals to this Agreement.
Sample 1

Related to Acquired Company Interests

  • Company Interests has the meaning set forth in the Recitals.

  • Intercompany Interests means an Interest in a Debtor held by another Debtor and, for the avoidance of doubt, excludes the Existing Equity Interests.

  • Company Interest means the interest of a Member in Profits, Losses and Distributions.

  • Intercompany Interest means an Interest in a Debtor held by another Debtor.

  • Acquired Companies means, collectively, the Company and the Company Subsidiaries.

  • Target Companies means the Company and its Subsidiaries.

  • Owned Company Intellectual Property means that portion of the Company Intellectual Property and Company Intellectual Property Rights that is owned by the Company Entities.

  • Transferred Interests has the meaning set forth in the Recitals.

  • Acquired Company means any business, corporation or other entity acquired by the Company or any Subsidiary.

  • Seller Entities means the Seller and its affiliates other than the Buyer Entities;

  • Contributed Assets shall have the meaning as set forth in Section 2.2.

  • Seller Group Member means (a) Seller and its Affiliates, (b) directors, officers and employees of Seller and its Affiliates and (c) the successors and assigns of the foregoing.

  • Acquired Assets has the meaning set forth in Section 2.1.

  • Buyer Group Member means Buyer and its Affiliates and their respective successors and assigns.

  • Pledged Partnership Interests means all interests in any general partnership, limited partnership, limited liability partnership or other partnership including, without limitation, all partnership interests listed on Schedule 4.4(A) under the heading “Pledged Partnership Interests” (as such schedule may be amended or supplemented from time to time) and the certificates, if any, representing such partnership interests and any interest of such Grantor on the books and records of such partnership or on the books and records of any securities intermediary pertaining to such interest and all dividends, distributions, cash, warrants, rights, options, instruments, securities and other property or proceeds from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of such partnership interests.

  • Company Subsidiaries means the Subsidiaries of the Company.

  • Company IT Assets means any and all computers, computer software, source code, firmware, middleware, servers, workstations, routers, hubs, switches, data communications lines and all other information technology systems and equipment, and all associated documentation owned by the Company or any of its Subsidiaries or licensed or leased to the Company or any of its Subsidiaries (excluding any public networks).

  • Acquired Entities means the Company and each of its Subsidiaries, collectively.

  • Company Intellectual Property Assets means all Intellectual Property Assets owned by the Company or used or held for use by the Company in the Business and all Products.

  • Transferred Assets means the assets, rights and properties of the Sellers that the Purchasers shall acquire as of the Closing.

  • Purchased Interests has the meaning set forth in the Recitals.

  • Target Company means each of the Company and its direct and indirect Subsidiaries.

  • Subsidiary Interests means, collectively, the issued and outstanding shares of stock of the Subsidiary Debtors as of the Petition Date and any options, warrants or other contractual rights to acquire any shares of stock of the Subsidiary Debtors as of the Petition Date.

  • Membership Interests has the meaning set forth in the recitals.

  • Company Intellectual Property means all Intellectual Property that is owned or held for use by the Company.

  • Seller Subsidiaries means the subsidiary partnerships of the McNeil Partnerships listed on Annex G to this Agreement (the "Subsidiary Partnerships") and the subsidiary corporations listed on Annex F to this Agreement (the "Subsidiary Corporations") which hold GP Interests in certain of the Subsidiary Partnerships.