Examples of Former Seller in a sentence
In the event that any Former Seller Shareholder shall be entitled to any fractional share interest then any fractional amount shall be rounded down to the nearest whole share.
In the event that any Former Seller Shareholder shall be entitled to any fractional share interest, then any fractional amount shall be rounded down to the nearest whole share.
In the event that any Former Seller Stockholder shall be entitled to any fractional share interest, then any fractional amount shall be rounded down to the nearest whole share.
To the extent that Parent and or Purchaser hire individuals who were employed by Seller as of the Closing Date ("Former Seller Employees"), Seller hereby agrees that it shall cause the accounts, if any, of such Former Seller Employees in Seller's 401(k) Plan to be distributed as provided by Code Section 401(k)(10)(A)(ii).
On or before the Closing Date, Former Seller Stockholders and stockholders of the Surviving Corporation shall deliver to Purchaser, with a copy to the Stockholder Representative, consents pursuant to Regulation 1.1362-6(a)(5) of the Code, effective as of the Effective Time.
Buyer acknowledges that it, and not Seller, is in charge of the Former Seller Properties for purposes of all reporting requirements arising on or after the Effective Date under any Environmental Laws.
No Seller Related Person or, to the Company’s Knowledge, Former Seller Related Person, owns any real or personal property right, tangible or intangible which is used in the business of any Company Party.
In addition, the Seller shall be subrogated to any Subrogation Claims that any Buyer Indemnitee may have against any Former Seller under such agreements that arise out of, or are otherwise related to, the facts, circumstances, issues or matters giving rise to Damages for which the Buyer Indemnitees would be entitled to indemnity pursuant to Section 9.01(a), but for the provisions of Section 9.01(b).
Buyer shall have the right to assign this Environmental Agreement and the rights and obligations under this Environmental Agreement to a third party in connection with an assignment of all of its interests in and to one or more of the Former Seller Properties, or to any person acquiring a distinct line or division of the Business, provided that Buyer shall remain liable for the full and proper performance of their obligations hereunder.
The Former Seller Stockholders, the Seller and the Purchaser shall take all action necessary to make the election to have the closing of the books method apply and shall timely file such elections and reports, including the election required under Regulation Section 1.1362- 6(a)(5), to effectuate the use of the closing of the books method.