Buyer Related Agreements definition

Buyer Related Agreements shall have the meaning set forth in Section 4.2.
Buyer Related Agreements has the meaning set forth in Section 4.2. “Buyer Restated Certificate” has the meaning set forth in Section 7.1(h). “Buyer Secretary’s Certificate” has the meaning set forth in Section 7.3(f). “Buyer’s Parent” has the meaning set forth in Section 7.3(d).

Examples of Buyer Related Agreements in a sentence

  • The execution, delivery, and performance of the Buyer Related Agreements and all other agreements contemplated thereby have been duly authorized by Buyer or will be so authorized as of the Closing.

  • The Buyer Related Agreements constitute the valid and legally binding obligation of Buyer, enforceable in accordance with its terms and conditions, except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance, or other laws of general application relating to or affecting the enforcement of creditors’ rights generally, and (ii) as limited by laws relating to the availability of specific performance, injunctive relief, or other equitable remedies.

  • Each of Buyer and CBIZ has all requisite corporate power and authority to enter into this Agreement and the agreements to be entered into in connection with this Agreement to which it is a party (the “Buyer Related Agreements“) and to perform its obligations under this Agreement and the Buyer Related Agreements.

  • This Agreement has been duly executed and delivered by Buyer and this Agreement and the Buyer Related Agreements constitute or will, when executed and delivered, constitute the valid and legally binding obligations of Buyer, enforceable against it in accordance with their respective terms.

  • This Agreement and the Buyer Related Agreements have been or will be duly and validly executed and delivered by the Buyer and constitute or will constitute legal, valid and binding obligations of the Buyer, enforceable against the Buyer in accordance with their respective terms, except to the extent that such enforcement may be subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws now or hereafter in effect relating to creditors' rights and remedies generally.

  • This Agreement, the Seller Related Agreements and Buyer Related Agreements, all of which are hereby incorporated by reference, constitute the entire agreement and supersede all prior or contemporaneous discussions, negotiations, agreements and understandings (both written and oral) among the parties with respect to the subject matter hereof and thereof.

  • No other action on the part of the Buyer is necessary to authorize the execution and delivery of this Agreement or the Buyer Related Agreements, or the performance of the Buyer's obligations hereunder and thereunder.

  • This Agreement and all Buyer Related Agreements each constitute a valid and binding obligation of the Buyer, enforceable in accordance with their respective terms and conditions.

  • The execution, delivery and performance of this Agreement and Buyer Related Agreements and the consummation of the transactions thereby have been duly authorized by all requisite corporate action.

  • This Agreement, the Buyer Related Agreements and the transactions contemplated hereby and thereby have been duly and validly authorized by all necessary corporate action on the part of Buyer and CBIZ.

Related to Buyer Related Agreements

  • Buyer Ancillary Agreements means all agreements, instruments and documents being or to be executed and delivered by Buyer under this Agreement or in connection herewith.

  • Seller Ancillary Agreements means all agreements, instruments and documents being or to be executed and delivered by Seller under this Agreement or in connection herewith.

  • Seller Related Parties means Seller and its Affiliates, and their respective fiduciaries, shareholders, equity holders, members, managers, partners, directors, divisions, officers, managers, executives, employees, independent contractors, freelancers, consultants and other Representatives, and the successors and assigns of each of them.

  • Ancillary Agreements means all agreements, certificates and other instruments delivered or given pursuant to this Agreement.

  • Seller Ancillary Documents means any certificate, agreement, document or other instrument, other than this Agreement, to be executed and delivered by the Seller or any Affiliate of the Seller in connection with the transactions contemplated hereby, including, but not limited to the Transaction Documents.

  • Related Agreements means the Deeds, each Assignment and Assumption of Lease, the Xxxx of Sale, the Assignment and Assumption Agreement, the Asset Demarcation Agreement, the Easements, the Interconnection Agreements, the Transition Services Agreement, the Release of Mortgage Indenture, the Guaranties, the Escrow Agreement and the other agreements, certificates and documents to be delivered pursuant to this Agreement.

  • Seller Related Party means Seller and its officers, directors, employees, controlling persons, agents and representatives and their respective successors and assigns.

  • Ancillary Documents means each agreement, instrument or document attached hereto as an Exhibit, and the other agreements, certificates and instruments to be executed or delivered by any of the Parties hereto in connection with or pursuant to this Agreement.

  • Company Ancillary Agreements means, collectively, each certificate to be delivered on behalf of the Company by an officer or officers of the Company at the Closing pursuant to Article VII and each agreement or document (other than this Agreement) that the Company is to enter into as a party thereto pursuant to this Agreement.

  • Purchaser Related Parties has the meaning specified in Section 6.1.

  • Related Agreement means any Contract which is or is to be entered into at the Closing or otherwise pursuant to this Agreement. The Related Agreements executed by a specified Person shall be referred to as "such Person's Related Agreements," "its Related Agreements" or another similar expression.

  • Seller Documents has the meaning set forth in Section 3.2.

  • Transaction Agreements means the Securities Purchase Agreement, the Debentures, the Joint Escrow Instructions, the Security Agreement, the Registration Rights Agreement, and the Warrants and includes all ancillary documents referred to in those agreements.

  • Ancillary Document has the meaning assigned to it in Section 9.06(b).

  • Assumed Agreements shall have the meaning as set forth in Section 2.2.

  • Ancillary Agreement has the meaning set forth in the Separation Agreement.

  • Transaction Agreement has the meaning set forth in the recitals.

  • Seller Agreements means those agreements between Seller and third parties, including Artists and/or PRO, wherein Seller is entitled to receive the Percentage Interest of all Assets.

  • L/C Related Documents has the meaning specified in Section 2.06(b)(i).

  • Buyer Documents has the meaning set forth in Section 5.2.

  • Acquisition Agreements has the meaning specified in the Recitals.

  • Contemplated Transactions all of the transactions contemplated by this Agreement, including:

  • Acquisition Agreement means a letter of intent, agreement in principle, merger agreement, acquisition agreement, option agreement or other similar agreement.

  • Parent Related Party means Parent, Merger Sub, the Lender (as defined below), or any of their respective former, current and future general or limited partners, shareholders, financing sources, managers, members, agents, directors, officers, employees or Affiliates (excluding any Company Related Party).

  • Parent Related Parties means each of Parent, Merger Sub, any of their respective former, current or future equityholders, controlling Persons, limited or general partners, managers, members, Affiliates, directors, officers, employees, agents, attorneys, stockholders, assignees or Representatives.

  • Seller’s Closing Documents as defined in Section 3.2(a).