Audio Business definition

Audio Business means the Company’s business, existing as of the date of this Agreement, of designing, developing, manufacturing, marketing, selling, distributing, refurbishing, and servicing integrated circuit components, software and hardware for Audio Devices (as defined in the License Agreement).
Audio Business shall have the meaning set forth in the Reorganization Agreement.
Audio Business means the businesses operated in the United States by AMG and its subsidiaries under the brand names Soundelux, Xxxx-XX, Sound One, POP Sound, Modern Music, DMG and The Hollywood Edge, substantially all the assets and liabilities of which as of the date hereof are reflected on the unaudited balance sheet of the Audio Company as of December 31, 2007, and the operating results of which are reflected on the unaudited Audio Business consolidated statement of operations (adjusted) for the period ended December 31, 2007, a copy of each of which is set forth as Schedule 1.01 to the DHC/ANPP Transaction Agreement.

Examples of Audio Business in a sentence

  • Spinco shall not, and shall not permit any member of the Spinco Group, to file any amended Tax Return that includes any member of the DHC Group or any of the assets or operations of the Audio Business or that includes any Tax for which DHC is responsible under this Agreement without the consent of DHC, not to be unreasonably withheld.

  • Except as expressly set forth herein or in an applicable Restructuring Agreement or Other Agreement, all costs and expenses incurred through the Closing by DHC, Spinco or any of their respective Subsidiaries (other than the Audio Company or any of its Subsidiaries), in connection with the authorization, preparation and consummation of this Agreement and the transactions contemplated hereby, other than any such costs and expenses constituting Audio Business Liabilities, shall be borne by Spinco.

  • From the date hereof and until the Closing Date, the Seller shall conduct the Audio Business substantially in the same manner as heretofore and shall not make or institute any unusual or new methods of purchase, sale, shipment or delivery, lease, management, accounting or operation, except as agreed to in writing by the Buyer.

  • Except to the extent reflected on Schedule 2.16, the Seller will comply with all laws and regulations which are applicable to its ownership of the Assets or to the conduct of the Audio Business, and will perform and comply with all contracts, commitments and obligations by which it is bound to the extent relating to the Stores.

  • Except as set forth on Schedule 2.16, to the Seller's and the Principal's knowledge, the operation of the Audio Business is not in violation in any material respect of any law, regulation or ordinance (including, without limitation, laws, regulations or ordinances relating to building, zoning, land use or similar matters) relating to the use, occupancy and operation of Stores by the Seller, the violation of which could have a Material Adverse Effect.

  • The Seller is not in violation of or in default with respect to any judgment, order, writ, injunction, decree or rule of any court, administrative agency or governmental authority or any regulation of any administrative agency or governmental authority applicable or potentially applicable to the Audio Business.

  • Represents the adjustment to record the acquisition of certain United States subsidiaries of the Audio Business Group of Recoton Corporation and the stock of its Italian, Germa and Japanese subsidiaries (the Group) by adjusting their historical values of certain assets and liabilities which were not acquired and recording assets and liabilities acquired at their preliminary estimated fair values.

  • Except as set forth on Schedule 2.16, to the Seller's and the Principal's knowledge, the Audio Business does not violate, in any material respect, any federal, state, local or foreign laws, regulations or orders (including, but not limited to, any of the foregoing relating to employment discrimination, occupational safety or corrupt practices) the enforcement of which would have a Material Adverse Effect.

  • To Buyer's Knowledge, no person has threatened to commence any Litigation: (i) that involves Buyer or the Buyer's Audio Business as conducted immediately prior to the Closing Date; or (ii) that challenges, or that may have the effect of preventing, delaying, making illegal or otherwise interfering with, any of the transactions contemplated by this Agreement.

  • Except as set forth on Schedule 2.11 attached hereto, since June 30, 2000, there has been no change which materially and adversely affects the business, properties, assets, condition (financial or otherwise) or prospects of the Audio Business (a "Material Adverse Change").


More Definitions of Audio Business

Audio Business means the businesses operated in the United States by AMG and its subsidiaries under the brand names Soundelux, Xxxx-XX, Sound One, POP Sound, Modern Music, DMG and The Hollywood Edge, substantially all the assets and Liabilities of which as of the date hereof are reflected on the unaudited balance sheet of the Audio Company as of December 31, 2007, and the operating results of which are reflected on the unaudited Audio Business consolidated statement of operations (adjusted) for the period ended December 31, 2007, a copy of each of which is set forth as Schedule 1.01 hereto.
Audio Business means the businesses operated in the United States by AMG and its subsidiaries under the brand names Soundelux, Todd-AO, Sound One, POP Sound, Modern Music, DMG and The Hollywood Edge, substantially all the assets and Liabilities of which as of the date hereof are reflected on the unaudited balance sheet of the Audio Company as of December 31, 2007, and the operating results of which are reflected on the unauditedAudio Business consolidated statement of operations (adjusted) for the period ended December 31, 2007, a copy of each of which is set forth as Schedule 1.01hereto.
Audio Business. Section 3.1(b) "Bankruptcy Event" - Section 7.8(b) "Benefits" - Section 4.15 "Buyer" - Introduction. "Buyer's Affiliates" - Section 10.1 "Buyer SEC Documents" - Section 5.4(a) "Claim" - Section 10.1 "Closing" - Preamble to Article 11 "Closing Date" - Preamble to Article 11 "Confidential Information" - Section 6.3 "Contracts" - Section 1.1(f) "Direct Claim" - Section 10.4 "Direct Claim Notice" - Section 10.4 "Effective Date" - Introduction "Employee Options" - Section 7.4(b)

Related to Audio Business

  • Micro Business means a company which either:

  • Alarm business means the business by any individual, partnership, corporation, or other entity of selling, leasing, maintaining, servicing, repairing, altering, replacing, moving or installing any alarm system or causing to be sold, leased, maintained, serviced, repaired, altered, replaced, moved or installed any alarm system in or on any building, structure or facility.

  • Auto business means the business or occupation of selling, repairing, servicing, storing or parking "autos".

  • food business means any undertaking, whether for profit or not and whether public or private, carrying out any of the activities related to any stage of production, processing and distribution of food;

  • Parent Business has the meaning set forth in the Separation and Distribution Agreement.

  • Cannabis business means any business activity involving cannabis, including but not limited to cultivating, transporting, distributing, manufacturing, compounding, converting, processing, preparing, storing, packaging, delivering, testing, dispensing, retailing and wholesaling of cannabis, of cannabis products or of ancillary products and accessories, whether or not carried on for gain or profit.

  • Company Business means the business of the Company as presently conducted.

  • the Business means the usual work and activities carried on by the Insured pertaining to his business as specified in the Schedule and no others.

  • Branch business means any insurance business transacted by a branch captive insurance company in this State.

  • home business means a business, service or profession carried out in a dwelling or on land around a dwelling by an occupier of the dwelling which —

  • Generation Business means the licensed business (if any) of the Licenseeand any affiliate or related undertaking of the Licensee in the generation of electricity or the provision of Ancillary Services;

  • Retained Business means any business now, previously or hereafter conducted by Seller or any of its Subsidiaries or Affiliates other than the Business.

  • Licensed Business means the activities connected with the conveyance of

  • Trust business means the business of acting as trustee, executor or administrator;

  • Supply Business means the licensed business of the Licensee and anyaffiliate or related undertaking of the Licensee as a Supplier but shall not include the business carried out by the Board in its capacity as public electricity supplier;

  • Excluded Business has the meaning set forth in Section ‎9.1.1.

  • Subject Business means the policy or policies that are the subject of the Insurance Business Transfer Plan.

  • Relevant Business means any business or part thereof howsoever carried on involving the supply of Restricted Goods and/or Services;

  • Business has the meaning set forth in the Recitals.

  • Retained Businesses means all businesses now, previously or hereafter conducted by Parent, the Sellers or any of their Subsidiaries or Affiliates, other than the Business.

  • SpinCo Business has the meaning set forth in the Separation and Distribution Agreement.

  • Public business means and includes all matters which relate in any way, directly or indirectly, to the performance of the public body’s functions or the conduct of its business.

  • food business operator means the natural or legal persons responsible for ensuring that the requirements of food law are met within the food business under their control;

  • Excluded Businesses means Business types which are excluded from application for an Inter-Community Business Licence and includes those Business types referred to in Schedule “A”.

  • Ohio Business Gateway means the online computer network system, created under section 125.30 of the Ohio Revised Code, that allows persons to electronically file business reply forms with state agencies and includes any successor electronic filing and payment system.

  • Transferred Business has the meaning ascribed to such term in the Separation Agreement.