Buyer Released Party definition

Buyer Released Party is defined in Section 10.21.2.
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Buyer Released Party has the meaning given to it in Section 6.13(a).
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Buyer Released Party or “Buyer Released Parties” has the meaning set forth in Section 14.17(b).
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Examples of Buyer Released Party in a sentence

  • Each Party acknowledges and agrees that neither this Agreement nor the furnishing of the consideration for the release given under this Section 5.14 and Section 7.02(b) will be deemed or construed at any time to be an admission by any Party or any Seller Released Party or any Buyer Released Party of any improper or unlawful conduct.

  • Notwithstanding anything to the contrary set forth in this Agreement, nothing contained in this Agreement shall operate to release (i) any Seller Released Claims that any Seller Releasing Party may have against any Buyer Released Party arising under, or related to, this Agreement, the Ancillary Agreements or the Subject Transactions or (ii) any person outside its capacity as a Buyer Released Party.

  • Each Parent Releasing Party shall refrain from, directly or indirectly, asserting any claim or demand or commencing, instituting, maintaining, facilitating, aiding or causing to be commenced, instituted or maintained, any legal or arbitral proceeding of any kind against any Buyer Released Party based upon any matter released under this Section 2(a).

  • Furthermore, the Buyer further agrees not to institute any Proceeding against any Buyer Released Party with respect to the Buyer Released Matters, except in the case of claims against a Person in respect of such Person’s Fraud.

  • Each Seller Party (on behalf of itself and the other Seller Releasing Parties) hereby (A) agrees not to institute any action against any Buyer Released Party with respect to any of the Claims released pursuant to this Agreement, and (B) has consulted with counsel with respect to the execution and delivery of this Agreement and has been fully apprised of the consequences hereof.

  • Notwithstanding the foregoing, nothing contained in this Section 7.6 shall release, waive or discharge any Liability owed by any Buyer Released Party to a Seller for earned and unpaid salary or bonuses, benefits under any Company Benefit Plan or any employment related expenses incurred in the ordinary course of business.

  • Seller, on behalf of itself and the other Seller Releasing Parties, acknowledges that Buyer and its Affiliates (including the Company) will be relying on the waiver and release provided in this Section 8.5 in connection with entering into this Agreement and that this Section 8.5 is intended for the benefit of, and to grant third party beneficiary rights to each Buyer Released Party to enforce this Section 8.5.

  • In furtherance thereof, effective as of the Closing, Seller Parent hereby waives, on behalf of itself and each other Seller Releasing Party, each of such claims and agrees that it will not, and will cause each other Seller Releasing Party not to, assert, bring or join or assist any other Person in bringing any such claim against any Buyer Released Party, other than in respect of the Retained Rights.

  • Other than the PMG Excluded Claims, neither Seller nor any of the PMG Companies is aware of any claims that he or it has or might have against any Buyer Released Party.

  • Each NewCo, each Seller and each Seller Family Member, on behalf of itself and its Seller Releasing Parties, hereby irrevocably covenants to refrain from asserting any claim, or commencing, instituting, or causing to be commenced, any Action of any kind against any Buyer Released Party based upon any claim released or purported to be released pursuant to this Agreement or in a representative capacity on behalf of others.


More Definitions of Buyer Released Party

Buyer Released Party or “Buyer Released Parties” has the meaning set forth in Section 10.5(a).
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Buyer Released Party shall have the meaning set forth in Section 10.12(b).
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Buyer Released Party has the meaning set forth in Section 4.18(a).
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Buyer Released Party has the meaning assigned to such term in Section 7.6.
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Related to Buyer Released Party

  • Seller Released Parties has the meaning ascribed to such term in Section 5.6(a).

  • Company Released Parties means the Company and any of its past or present employees, agents, insurers, attorneys, administrators, officials, directors, shareholders, divisions, parents, members, subsidiaries, affiliates, predecessors, successors, employee benefit plans, and the sponsors, fiduciaries, or administrators of the Company’s employee benefit plans.

  • Released Party means collectively, and in each case in its capacity as such:

  • Plaintiffs’ Releasees means Plaintiffs, and any and all of their related parties, including, without limitation, any and all members of their immediate families, agents or other persons acting on their behalf, attorneys, advisors, financial advisors, accountants, assigns, creditors, heirs, estates and legal representatives.

  • Defendants’ Releasees means Defendants and their current and former parents, affiliates, subsidiaries, officers, directors, agents, successors, predecessors, assigns, assignees, partnerships, partners, trustees, trusts, employees, Immediate Family Members, insurers, reinsurers, and attorneys.

  • Released Persons means each and all of the Defendants and their Related Parties.

  • Released Parties means: Defendant and each of its former and present directors, officers, shareholders, owners, members, attorneys, insurers, predecessors, successors, assigns, subsidiaries, and affiliates.

  • Released Person means any person who is released on bail or on his personal bond, as the case may be;

  • Released Plaintiff Persons means Plaintiff and any and all of her respective current and former employers, parent entities, controlling persons, owners, members, principals, affiliates, or subsidiaries, and each and all of their respective past or present officers, directors, managers, partners, stockholders, representatives, employees, attorneys, financial or investment advisors, consultants, accountants, investment bankers, commercial bankers, agents, heirs, executors, trustees, personal representatives, estates, administrators, predecessors, successors, assigns, insurers, and reinsurers.

  • Released Plaintiff Parties means the Plaintiffs, each and every Class Member, Plaintiffs’ Counsel, and each of their respective past or present trustees, officers, directors, partners, employees, contractors, auditors, principals, agents, attorneys, predecessors, successors, assigns, insurers, parents, subsidiaries, general or limited partners or partnerships, and limited liability companies; and the spouses, members of the immediate families, representatives, and heirs of any Released Plaintiff Party who is an individual, as well as any trust of which any Released Plaintiff Party is the settlor or which is for the benefit of any of their immediate family members. Released Plaintiff Parties does not include any Person who timely and validly sought exclusion from the Class.

  • Defendant Releasees means each and all Defendants, Defendants’ Counsel, and their respective Related Persons.

  • Released PAGA Claims means the claims being released as described in Paragraph 6.2 below.

  • Released Entities means released entities as such term is defined

  • Buyer Indemnified Party has the meaning set forth in Section 8.2.

  • 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.

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

  • Released Defendant Persons means all persons and entities named as a Defendant in the Action or that could have been named as a Defendant in the Action, including, without limitation, the past and present officers and members of the Board of Directors of AMC, the members of the special committee of the Board of Directors of AMC that approved the Transaction, Silver Lake, and the members of the SLC, and any and all of the respective current and former employers, parent entities, controlling persons, owners, members, co-investors, lenders, principals, affiliates, or subsidiaries of any of the foregoing, and each and all of the respective past or present officers, directors, managers, partners, limited partners, stockholders, representatives, employees, attorneys, financial or investment advisors, consultants, accountants, investment bankers, commercial bankers, agents, heirs, executors, trustees, personal representatives, estates, administrators, predecessors, successors, assigns, insurers, and reinsurers of any of the foregoing.

  • Seller Indemnified Party has the meaning set forth in Section 7.2.

  • Released Plaintiff Claims means any and all manner of claims, demands, rights, liabilities, losses, obligations, duties, damages, costs, debts, expenses, interest, penalties, sanctions, fees, attorneys’ fees, actions, potential actions, causes of action, suits, agreements, judgments, decrees, matters, counterclaims, offsets, issues, and controversies of any kind, nature, or description whatsoever, whether accrued or unaccrued, disclosed or undisclosed, apparent or not apparent, foreseen or unforeseen, matured or not matured, suspected or unsuspected, liquidated or not liquidated, fixed or contingent, whether based on state, local, federal, statutory, regulatory, common, or other law or rule, including known claims and Unknown Claims, that (a) were asserted in the Derivative Matters, or (b) Plaintiffs (individually or derivatively on behalf of AMC) or AMC ever had, now have, or hereafter can, shall, or may have that, in full or in part, concern, relate to, arise out of, or are in any way connected to the claims, allegations, transactions, facts, circumstances, events, acts, disclosures, statements, representations, omissions, or failures to act alleged, set forth, referred to, or involved in the Derivative Matters. For the avoidance of doubt, the Released Plaintiff Claims shall not include any claims to enforce the Stipulation or the Settlement.

  • Threatened Release means a substantial likelihood of a Release which requires action to prevent or mitigate damage to the soil, surface waters, groundwaters, land, stream sediments, surface or subsurface strata, ambient air or any other environmental medium comprising or surrounding any Property which may result from such Release.

  • Releasing Party has the meaning set forth in Section 12.2.

  • Buyer Indemnified Parties has the meaning set forth in Section 8.2.

  • Releasee or “Releasees” shall refer to you and to the Company and each of the Company’s owners, stockholders, predecessors, successors, assigns, agents, directors, officers, employees, representatives, attorneys, advisors, parent companies, divisions, subsidiaries, affiliates (and agents, directors, officers, employees, representatives, attorneys and advisors of such parent companies, divisions, subsidiaries and affiliates) and all persons acting by, through, under or in concert with any of them.

  • Buyer Indemnified Persons has the meaning set forth in Section 8.2.

  • Buyer Indemnitee has the meaning set forth in Section 8.1(b).

  • Buyer Group has the meaning set forth in Section 15.1.