Counsel for the Purchaser definition

Counsel for the Purchaser means the law firm of Xxxxxx & Daroff Co., L.P.A.;
Sample 1
Counsel for the Purchaser means Xxxxxx Xxxxxxx, S.E.N.C., Montreal, Canada. (m) "Due Diligence" has the meaning given thereto in Section 6.3.1. (n) "Excluded Assets" means the assets of the Corporation and of the Subsidiaries which the parties have agreed shall be retained by the Guarantors, an exhaustive list of which is contained at Schedule 1.1(n) hereto. (o) "Indemnitee" and "Indemnitor" have the respective meanings attributed to such terms in Section 10.4. or Section 10.6, as the case may be. (p) "Intellectual Property" means and includes all rights held in virtue of any copyright, design,trade xxxx, trade name or patent or any application therefor. (q) "Law" means all applicable federal, provincial and local laws, codes, constitutions, treaties, statutes, regulations, decrees, directives, ordinances, rules, common law, judgments, injunctions,arbitration awards, orders, writs, permits, licences and certificates, approvals, consents and notices of competent governmental authorities. (r) "Lien" means any hypothec, mortgage, pledge, lien, resolutory clause, prior claim, priorities, notice of expropriation, notice of reserve, charge, encumbrance, easement, servitude, licence, lease, security interest, title retention agreement, conditional sale agreement, right of first refusal or option or claim or right of another or ownership. (s) "Louisiana Counsel for the Purchaser" means Xxxxxxx, Xxxxx & Cleveland, L.L.P., New Orleans, Louisiana. (t) "Net Working Capital" means cash, plus receivables, investments and pre-need funeral trust funds less liabilities (exclusive of the principal amount of the Notes), established in accordance with Schedule 3.2 hereto, less for greater certainty, to the extent not already deducted, the amount of mutation duties payable by Societe Immobiliere Bourgie Inc. upon the transfer of the Bourgie Family Properties and by Laurentide Memorial Gardens Inc. and by Remembrance Park (1976) Inc. upon the retransfer of the St-Xxxxxx and Laval cemeteries thereto, respectively, and less, on an after tax basis, the amount of the retirement indemnity payable to Pierre Bourgie pursuant to the employment agreement referred to in Section 7.13 hereof and the retirement indemnity of $10,000 payable to Xxxxxx Bourgie upon the termination of her employment. (u) "Purchased Notes" means the following notes: Amount Payer Date Payee Endorsed to $3,000,000 Corporation December 9, 1988 Gestion Marc Bourgie (1991)Inc. Vendor $4,500,000 Urgel Bourgie Ltee December 12, 1990 Gestion Xxx...
Sample 1
Counsel for the Purchaser means the law firm of Stradley Ronon Stevens & Young, LLP, Malvern, Pennsylvania;
Sample 1

Examples of Counsel for the Purchaser in a sentence

  • Any required qualification or notification under applicable federal securities laws and state Blue Sky laws of the offer, sale and issuance of the Debentures, has been obtained on or before the date hereof or will have been obtained within the allowable period thereafter, and a copy thereof will be forwarded to Counsel for the Purchaser.

  • Counsel for the Purchaser shall keep all of such signed copies and shall conform one copy to show all of those signatures and the dates thereof and shall mail a copy of such conformed copy to each of the parties within thirty (30) days after the receipt by such counsel of the last signed copy, and such counsel shall cause one such conformed copy to be filed in the principal office of such counsel.

  • With a copy (which shall not constitute notice) to Counsel for the Purchaser as set forth on the signature pages hereto.

  • Shares, has been obtained on or before the date hereof or will have been obtained within the allowable period thereafter, and a copy thereof will be forwarded to Counsel for the Purchaser.

  • All necessary steps and corporate proceedings, as approved by Counsel for the Purchaser, shall have been taken to permit the issuance of the Exchanged Shares in exchange for the Purchased Securities.

  • Any required qualification or notification under applicable federal securities laws and state Blue Sky laws of the offer, sale and issuance of the Shares, has been obtained on or before the date hereof or will have been obtained within the allowable period thereafter, and a copy thereof will be forwarded to Counsel for the Purchaser.

  • Any required qualification or notification under applicable federal securities laws and state Blue Sky laws of the offer, sale and issuance of the Debentures and Warrants, has been obtained on or before the date hereof or will have been obtained within the allowable period thereafter, and a copy thereof will be forwarded to Counsel for the Purchaser.

  • Moreover, Counsel for the Purchaser was not just present and observing the proceedings, but thoroughly active throughout the Rejection Hearing, speaking substantially more than Debtor’s counsel.

  • Form of Legal Opinion - Counsel for the Purchaser and the Covenantor -------------------------------------------------------------------------------- AA.

  • Counsel for the Purchaser will arrange for the payment of the purchase price, as provided in Section 2, and will be responsible for the recordation of documents and distribution of funds.


More Definitions of Counsel for the Purchaser

Counsel for the Purchaser means the law firm of Xxxxxxx Xxxxx, LLC, Hackensack, New Jersey;
Sample 1
Counsel for the Purchaser means the law firm of Windels, Marx, Lane & Xxxxxxxxxx, New Brunswick, New Jersey;
Sample 1

Related to Counsel for the Purchaser

  • Third Party Buyer means any Person other than (i) the Company or any of its Subsidiaries, (ii) any employee benefit plan of the Company or any of its Subsidiaries, (iii) the Investors or (iv) any Affiliates of any of the foregoing.

  • Procuring Entity/Purchaser means a Entity having administrative and financial powers to undertake Procurement of Goods, Works or Services using public funds, as specified in the PCC;

  • The Purchaser means the organization purchasing the Goods, as named in SCC.

  • Selling Parties shall have the meaning specified in the preamble.

  • Model 4 seller means a seller that is registered under the agreement and is not a model 1 seller, model 2 seller, or model 3 seller.

  • Purchaser Representative means any person who satisfies all of the following conditions or who the issuer reasonably believes satisfies all of the following conditions:

  • Selling Party has the meaning set forth in the definition of “Net Sales.”

  • Counsellor means the public utility counsel.

  • Seller has the meaning set forth in the Preamble.

  • Sellers’ Representative has the meaning set forth in the Preamble.

  • Legal Advisor means the officer responsible for providing legal advice to the Standards Committee. This may be the Monitoring Officer, another legally qualified officer of the authority, or someone appointed for this purpose from outside the authority.

  • of a specified Person means a person who directly or indirectly through one or more intermediaries controls, is controlled by, or is under common control with, such specified person;

  • Representing Party A Person that has transferred Mortgage Loans, directly or through one or more intermediaries, to the Trustee pursuant to an agreement for the sale of Mortgage Loans pursuant to which a Representing Party has made representations and warranties with respect to certain Mortgage Loans, and under which the Trustee, its successors and assigns has recourse against such Representing Party for any breach thereunder with respect to such Mortgage Loans.

  • Purchaser means the organization purchasing the goods.

  • the Seller means the person so described in the Order;

  • Engineer’s Representative means the official in the civil/ electrical engineering department who is authorized to be in-charge of the work to which these presents relate. It shall include any other official nominated to attend to the supervision of day to day execution of the work to which this CONTRACT relates.

  • Controlling Shareholder means any shareholder owning more than fifty

  • Seller Representative means Xxxxx Bank.

  • Legal Adviser means the properly qualified person appointed by the Trust to provide legal advice.

  • Secondary Seller means the Seller whose Bid City selected as a back-up supplier in the event the Primary Seller is unable to provide all the Goods and/or Services required.

  • Transferors means the entities acting as Transferors under the Pooling and Servicing Agreement.

  • Buyer has the meaning set forth in the preamble.

  • Responsible Vendor means a vendor with adequate financial resources (or the ability to obtain such resources), who can comply with the delivery requirements, and who is a qualified and established firm regularly engaged in the type of business that provides the goods and/or services herein.

  • Model 1 seller means a seller registered under the agreement that has selected a certified service provider as the seller's agent to perform all of the seller's sales and use tax functions for agreement sales and use taxes other than the seller's obligation under Section 59-12-124 to remit a tax on the seller's own purchases.

  • Purchaser Counsel has the meaning set forth in Section 6.2(a).

  • Masterworks Investor refers to an affiliate of Masterworks that has raised capital from unaffiliated third party investors to invest the proceeds in a diversified collection of artwork and which acquires Class A Ordinary Shares as part of such investment strategy.