Equity Selling Entity definition

Equity Selling Entity means Seller and each Affiliate of Seller, including those listed as such on Schedule 1.1(a) of the Seller Disclosure Letter, that owns or holds Equity Interests in a Conveyed Entity, and all such entities shall be referred to collectively as the “Equity Selling Entities.”
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Equity Selling Entity means each entity listed as such on Schedule 1.1(b) of the Seller Disclosure Letter, and all such entities shall be referred to collectively as the “Equity Selling Entities.”
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Equity Selling Entity means each entity listed as such on Section 1.1(g) of the Seller Disclosure Letter, and all such entities shall be referred to collectively as the “Equity Selling Entities”.
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Examples of Equity Selling Entity in a sentence

  • Each Equity Selling Entity and Asset Selling Entity has full corporate, company or partnership power and authority to enable it to own, lease or otherwise hold the Purchased Assets owned, leased or otherwise held by it and to conduct the Business as presently conducted by it.

  • The sale of the Purchased Assets by the Asset Selling Entities, together with the sale of the Equity Interests by the Equity Selling Entity, to Purchaser pursuant to this Agreement will, when taken together with the services provided under the Transition Services Agreements, convey to Purchaser all of the assets and properties necessary for the conduct of the Business in all material respects as currently conducted by Sellers, except for the Excluded Assets set forth on Schedule 3.20.

  • The certificates, if any, representing the Equity Interests shall be duly endorsed in blank, or accompanied either by stock powers duly executed in blank by the Equity Selling Entity or by such other instruments of transfer as are reasonably acceptable to Purchaser.

  • All amounts include interest, which we are obligated to pay.We maintain certain open inventory purchase commitments with our suppliers to ensure a smooth and continuous supply chain for key components.

  • The Equity Selling Entity and each Asset Selling Entity is a corporation or a limited liability company duly organized, validly existing and, where applicable, in good standing under the Laws of the jurisdiction of its organization and each such entity has all requisite corporate power and authority to own or lease and operate its properties and to carry on its business as presently conducted.

  • Purchaser will pay such VAT to Seller not later than thirty (30) calendar days after Purchaser’s receipt of a valid VAT invoice issued by Seller or the relevant Equity Selling Entity or Asset Selling Entity that complies with the relevant conditions under applicable Law and that is addressed to Purchaser or the relevant Affiliate of Purchaser (as appropriate).

  • Primary responsibility for preaching and teaching the Scriptures in public meetings of the Churchshall be vested in a Senior Pastor, who shall be an Elder.

  • If the sale of any Purchased Asset under this Agreement is subject to VAT, Purchaser shall pay such VAT to Seller or the relevant Equity Selling Entity or Asset Selling Entity.

  • The Equity Selling Entity owns of record the outstanding Equity Interests as indicated on Schedule 3.3(b), free and clear of all Liens.

  • Seller, on behalf of the Equity Selling Entity and each Conveyed Company, agrees that during the period of nine (9) months following the Closing Date it will take all reasonable steps to cooperate with any election under Section 338(g) of the Code that Purchaser may choose to make in connection with the acquisition of each Conveyed Company, provided that no such election shall have an adverse tax effect on Seller or its Affiliates or increase Seller’s indemnification obligations under this Article VII.


More Definitions of Equity Selling Entity

Equity Selling Entity means the entity listed as such on Schedule 1.1(a) of the Seller Disclosure Letter. “ERISA” shall mean the Employee Retirement Income Security Act of 1974, as amended from time to time. “Evaluation Material” shall have the meaning set forth in Section 5.1(b).
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Equity Selling Entity shall have the meaning set forth in the recitals hereto.
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Equity Selling Entity means the entity listed as such on Schedule 1.1(a) of the Seller Disclosure Letter.
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Equity Selling Entity means Weatherford Drilling International Holdings (BVI) Ltd., which will sell, transfer and assign the Purchased Equity to Purchaser (or a Designated Affiliate) pursuant to this Agreement.
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Equity Selling Entity shall have the meaning assigned to such term in the first recital hereto.
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Related to Equity Selling Entity

  • Controlling Entity means an entity which owns, directly or indirectly through one or more intermediaries, (i) a general partnership interest or a Controlling Interest of the limited partnership interests in Borrower (if Borrower is a partnership or joint venture), (ii) a manager's interest in Borrower or a Controlling Interest of the ownership or membership interests in Borrower (if Borrower is a limited liability company), (iii) a Controlling Interest of any class of voting stock of Borrower (if Borrower is a corporation), (iv) a trustee's interest or a Controlling Interest of the beneficial interests in Borrower (if Borrower is a trust), or (v) a managing partner's interest or a Controlling Interest of the partnership interests in Borrower (if Borrower is a limited liability partnership).

  • Merging entity means an entity that is a party to a merger and exists immediately before the merger becomes effective.

  • Filing entity means the reporting entity that is required to file a financial

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

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

  • Company Subsidiary means any Subsidiary of the Company.

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

  • Company Subsidiary Securities has the meaning set forth in Section 3.02(d).

  • Managing entity means the managing agent or, if there is no managing agent, the time-share

  • Selling Group has the meaning ascribed thereto in Section 2.2;

  • Company Subsidiaries means the Subsidiaries of the Company.

  • qualifying entity shall have the meaning set forth in Section 5.2.13(b) hereof.

  • Seller Entities means, collectively, Seller and all Seller Subsidiaries.

  • Contributor means Licensor and any individual or Legal Entity on behalf of whom a Contribution has been received by Licensor and subsequently incorporated within the Work.

  • Partnership Subsidiary means Host LP and any partnership, limited liability company, or other entity treated as a partnership for federal income tax purposes or disregarded as a separate entity for federal income tax purposes in which either Host REIT or Host LP owns (or owned on or after January 1, 1999) an interest, either directly or through one or more other partnerships, limited liability companies or other entities treated as a partnership for federal income tax purposes or disregarded as a separate entity for federal income tax purposes (whether or not Host REIT or Host LP has a controlling interest in, or otherwise has the ability to control or direct the operation of, such entity). Notwithstanding the foregoing, the term “Partnership Subsidiary” shall not in any way be deemed to include the Non-Controlled Subsidiaries or subsidiaries thereof, the Taxable REIT Subsidiaries or subsidiaries thereof, or the Subsidiary REITs or subsidiaries thereof.

  • Acquired Entities means the Company and the Acquired Subsidiaries.

  • Seller Affiliate means any Affiliate of Seller.

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

  • 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.

  • Business Entity means a natural or legal person, business corporation, professional services corporation, limited liability company, partnership, limited partnership, business trust, association or any other legal commercial entity organized under the laws of this State or of any other state or foreign jurisdiction;

  • Acquired Companies means, collectively, the Company and the Company Subsidiaries.

  • Selling Partner has the meaning set forth in Section 8.5.

  • Purchasing Entity means any entity or organization that has been authorized by the State to place Orders with the Contractor, and may include, without limitation, agencies of the State, government supported institution of higher education within the State, political subdivisions of the State, authorized non-profit organizations and other authorized entities.

  • Group Business Entity means;

  • Target Companies means the Target and its Subsidiaries.

  • Business Entity/Vendor means any natural or legal person, business corporation, professional services corporation, limited liability company, partnership, limited partnership, business trust, association or any other legal commercial entity organized under the laws of New Jersey or any other state or foreign jurisdiction. The definition also includes (i) if a business entity is a for-profit corporation, any officer of the corporation and any other person or business entity that owns or controls 10% or more of the stock of the corporation; (ii) if a business entity is a professional corporation, any shareholder or officer; (iii) if a business entity is a general partnership, limited partnership or limited liability partnership, any partner; (iv) if a business entity is a sole proprietorship, the proprietor; (v) if the business entity is any other form of entity organized under the laws of New Jersey or any other state or foreign jurisdiction, any principal, officer or partner thereof; (vi) any subsidiaries directly or indirectly controlled by the business entity; (vii) any political organization organized under 26 U.S.C.A. § 527 that is directly or indirectly controlled by the business entity, other than a candidate committee, election fund, or political party committee; and (viii) with respect to an individual who is included within the definition of “business entity,” that individual's civil union partner and any child residing with that person. 1