Acquired Entity Contract definition

Acquired Entity Contract means any Contract to which an Acquired Entity or any Subsidiary of an Acquired Entity is a party or by which any Acquired Entity or any Subsidiary of an Acquired Entity or any of their respective properties or assets is bound or otherwise subject.
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Examples of Acquired Entity Contract in a sentence

  • There currently is no dispute or, to the Seller’s Knowledge, potential dispute and is no mediation, arbitration, or other dispute resolution procedure under any such Acquired Entity Contract.

  • None of the Seller, or any of the Acquired Entities, or to the Seller’s Knowledge, any other party thereto are in breach of or default in any material respect under a Acquired Entity Contract.

  • None of the Seller, or any of the Acquired Entities, or to the Seller’s Knowledge, any other party thereto has received any written notice breach, default, termination or suspension of any Acquired Entity Contract, and to the Knowledge of Seller, no action is being taken by any Person to terminate or suspend any Acquired Entity Contract.

  • To the Seller’s Knowledge, no event, occurrence, condition or act (including the completion of the transactions contemplated by this Agreement) exists which, with the giving of notice, or the lapse of time, would become a breach or default in any material respect of any obligation therein or give rise to any right of termination, cancellation, imposition of fees or penalties under, any Acquired Entity Contract.

  • No Seller Party, Acquired Entity or one of its Affiliates, or, to the Knowledge of WCG, any other party to an Acquired Entity Contract has received any written notice of termination or suspension of any Acquired Entity Contract, and to the Knowledge of WCG no action is being taken by any Person to terminate or suspend any Acquired Entity Contract.

  • Each Acquired Entity and its assets and properties are insured in amounts no less than as required by applicable Law, applicable Permits or any Acquired Entity Contract to which such Acquired Entity is a party or by which its assets or properties are bound.

  • In furtherance and not limitation of the foregoing, the Company will enforce any Acquired Entity Contract prohibiting or restricting a holder of Company Capital Stock from raising any objection to the Merger or exercising any dissenters’ rights, appraisal rights or similar rights in connection with the Merger.

  • In furtherance and not limitation of the foregoing, the Company will, if requested by Parent, exercise any of its rights under any Acquired Entity Contract prohibiting or restricting a holder of Company Capital Stock from raising any objection to the Mergers or exercising any dissenters’ rights, appraisal rights or similar rights in connection with the Mergers.

  • Part 2.15(d) of the Disclosure Schedule contains an accurate and complete list as of the date hereof of each Acquired Entity Contract (and each Acquired Entity Service Provider who has executed any Acquired Entity Contract) containing provisions restricting any Acquired Entity Service Provider from competing with any Acquired Entity, soliciting or hiring Acquired Entity Service Providers, interfering with customers or business partners of any Acquired Entity and similar provisions.

  • Each Acquired Entity has complied, and complies with, all of the Acquired Entity Privacy Policies, Information Privacy and Security Laws and with each applicable Acquired Entity Contract that governs the receipt, collection, monitoring, maintenance, creation, transmission, use, analysis, disclosure, storage, disposal and security of Acquired Entity Data.

Related to Acquired Entity Contract

  • Acquired Entity means any entity acquired by the Company or a Related Company or with which the Company or a Related Company merges or combines.

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

  • Group Member Agreement means the partnership agreement of any Group Member, other than the Partnership, that is a limited or general partnership, the limited liability company agreement of any Group Member that is a limited liability company, the certificate of incorporation and bylaws or similar organizational documents of any Group Member that is a corporation, the joint venture agreement or similar governing document of any Group Member that is a joint venture and the governing or organizational or similar documents of any other Group Member that is a Person other than a limited or general partnership, limited liability company, corporation or joint venture, as such may be amended, supplemented or restated from time to time.

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

  • Group Business Entity means;

  • Seller Affiliate means any Affiliate of Seller.

  • 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 Subsidiary or “Acquired Subsidiaries” means one or more, as applicable, Subsidiaries of the Failed Bank acquired pursuant to Section 3.1.

  • Locational UCAP Seller means a Member that sells Locational UCAP.

  • 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.

  • Accounts Receivable Subsidiary means one Unrestricted Subsidiary of the Company specifically designated as an Accounts Receivable Subsidiary for the purpose of financing the Company’s accounts receivable and provided that any such designation shall not be deemed to prohibit the Company from financing accounts receivable through any other entity, including, without limitation, any other Unrestricted Subsidiary.

  • Single Asset Entity means a Person (other than an individual) that (a) only owns a single Property; (b) is engaged only in the business of owning, developing and/or leasing such Property; and (c) receives substantially all of its gross revenues from such Property. In addition, if the assets of a Person consist solely of (i) Equity Interests in one or more Single Asset Entities that directly or indirectly own such single Property and (ii) cash and other assets of nominal value incidental to such Person’s ownership of the other Single Asset Entity, such Person shall also be deemed to be a Single Asset Entity for purposes of this Agreement.

  • SPE Subsidiary means any Subsidiary formed solely for the purpose of, and that engages only in, one or more Securitization Transactions.

  • Subsidiary Entity means a person that is controlled directly or indirectly by another person and includes a subsidiary of that subsidiary;

  • Subject Company shall have the meaning set forth in Section 6.10(a).

  • Material Permitted Acquisition means a Permitted Acquisition involving consideration of $300.0 million or greater.

  • Uniform business entity application means the current version of the NAIC Uniform Business Entity Application for resident and nonresident business entities.

  • Wholly-Owned Consolidated Subsidiary means any Consolidated Subsidiary all of the shares of capital stock or other ownership interests of which (except directors' qualifying shares) are at the time directly or indirectly owned by the Borrower.

  • Originating Affiliate means an Affiliate of AmeriCredit that has originated Receivables and assigned its full interest therein to AmeriCredit.

  • Excluded Affiliate means any Affiliate of any Agent that is engaged as a principal primarily in private equity, mezzanine financing or venture capital.

  • Acquired Party means the COMPANY, any subsidiary and any member of a Relevant Group.

  • JV Entity means any joint venture of the Borrower or any Restricted Subsidiary that is not a Subsidiary.

  • IDI Subsidiary means any Issuer Subsidiary that is an insured depository institution.

  • Acquired Contracts has the meaning given in Section 2.1(a).

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

  • Receivables Transaction Attributed Indebtedness means the amount of obligations outstanding under the legal documents entered into as part of any Qualified Receivables Transaction on any date of determination that would be characterized as principal if such Qualified Receivables Transaction were structured as a secured lending transaction rather than as a purchase.