Existing Representation definition

Existing Representation has the meaning specified in Section 13.16(a).
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Existing Representation has the meaning set forth in Section 8.10(a).
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Existing Representation has the meaning set forth in Section 6.6(i).
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Examples of Existing Representation in a sentence

  • This Agreement will automatically become effective, without further action of the parties, on the Effective Date, whereupon, except as provided in Section 14.5(b) thereof, the Existing Representation Agreement shall be superseded in its entirety, except for the provisions of Sections 7.2(e)-(h) (Employee Matters-Transferred Employees), which shall remain in full force and effect.

  • Furthermore, each of Buyer and the Company (on behalf of themselves and their respective Affiliates) acknowledges and agrees that any advice given to or communication with any of the Designated Persons to the extent related to an Existing Representation or a Post-Closing Representation shall not be subject to any joint privilege (whether or not the Company also received such advice or communication) and shall be owned solely by such Designated Persons.

  • Furthermore, each of the Surviving Corporation and the Company (on behalf of itself and its Affiliates) acknowledges and agrees that any advice primarily given to or communication primarily with any of the Designated Persons with respect to an Existing Representation shall not be subject to any joint privilege (whether or not the Company or one more of its Subsidiaries also received such advice or communication) and shall be owned solely by such Designated Persons.

  • Owner (as assignee of CBS Inc.), and Representative are parties to a Representation Agreement, dated as of March 31, 1997 (the "Existing Representation Agreement"), which is scheduled to expire as of March 30, 1999.

  • Furthermore, each of Summit and the Company (on behalf of itself and its Subsidiaries) acknowledges and agrees that any advice given to or communication with any of the Designated Persons to the extent related to an Existing Representation or a Post-Closing Representation shall not be subject to any joint privilege (whether or not the Company or one or more of its Subsidiaries also received such advice or communication) and shall be owned solely by such Designated Persons.

  • Furthermore, each of Buyer and the Company (on behalf of itself and its Affiliates) acknowledges and agrees that any advice given to or communication with any of the Designated Persons to the extent related to an Existing Representation or a Post-Closing Representation shall not be subject to any joint privilege (whether or not the Company also received such advice or communication) and shall be owned solely by such Designated Persons.

  • Effective as of the Effective Date, Owner hereby permanently waives the provisions of Sections 13.5(a)(ii) (Certain Matters Upon Termination - Release of Rights; Payment) and 13.6 (Purchase of Final Working Capital) of the Existing Representation Agreement.

  • Furthermore, each of Investor (on behalf of itself and its Affiliates) and NewCo (on behalf of itself and its Affiliates) acknowledges and agrees that any advice given to or communication with any of the Designated Persons to the extent related to an Existing Representation or a Post-Closing Representation shall not be subject to any joint privilege (whether or not any Transferred Subsidiary also received such advice or communication) and shall be owned solely by such Designated Persons.

  • The parties acknowledge and agree that the Opening Working Capital Balance (as defined in Section 4.2(f) of the Existing Representation Agreement) is $9,012,000.

  • Furthermore, each Buyer and each Company (on behalf of itself and its Affiliates) acknowledges and agrees that any advice given to or communication with any of the Designated Persons to the extent related to an Existing Representation or a Post-Closing Representation shall not be subject to any joint privilege (whether or not either of the Companies also received such advice or communication) and shall be owned solely by such Designated Persons.


More Definitions of Existing Representation

Existing Representation has the meaning set forth in Section 10.17(a).
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Existing Representation or “Existing Representations” is defined in Section 5.13.
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Existing Representation has the meaning set forth in Section 5.5(a) of this Agreement.
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Existing Representation has the meaning specified in Section 12.16(a). 041945-0274-16051-Active.21513949.1
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Existing Representation has the meaning set forth in Section 10.12(a). Confidential and Proprietary CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR PORTIONS OF THIS EXHIBIT. THE COPY FILED HEREWITH OMITS THE INFORMATION SUBJECT TO A CONFIDENTIALITY REQUEST. OMISSIONS ARE DESIGNATED [***]. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
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Existing Representation has the meaning assigned to such term in Section 10.20 of the Agreement.
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Related to Existing Representation

  • Repeating Representations means each of the representations set out in Clause 18.1 (Status), to Clause 18.22 (No Material Adverse Effect) other than Clause 18.3 (Binding Obligations), Clause 18.6 (Governing law and enforcement), Clause 18.7 (Deduction of Tax), Clause 18.8 (No filing or stamp taxes), paragraphs (a) and (b) of Clause 18.10 (No misleading information) and Clause 18.13 (No proceedings pending or threatened).

  • Specified Representations means the representations and warranties of the Borrower and set forth in Sections 5.01(a) (solely as it relates to the Loan Parties), 5.01(b)(ii), 5.02 (other than 5.02(b)), 5.04, 5.12, 5.15, 5.16 (subject to the proviso to Section 4.01(a)(iv)) and 5.20 (limited to the use of proceeds of the Loans on the Closing Date).

  • Major Representation means a representation or warranty with respect to the Borrower or the Merger Sub only under any of Clause 18.2 (Status) to Clause 18.6 (Validity and admissibility in evidence) inclusive.

  • Acquisition Agreement Representations means the representations and warranties with respect to the Companies made by the Seller in the Acquisition Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders, but only to the extent that the Borrower or its Affiliates have the right to terminate its or their obligations under the Acquisition Agreement (or decline to consummate the Rockwood Acquisition) as a result of a breach of such representations in the Acquisition Agreement.

  • Fundamental Representation has the meaning set forth in Section 9.1.

  • Parent Fundamental Representations means the representations and warranties of Parent set forth in Section 5.1 (Corporate Existence and Power), Section 5.3 (Corporate Authorization), Section 5.6 (Finders’ Fees), Section 5.7 (Issuance of Shares), and Section 5.8 (Capitalization).