Examples of Galleria Business in a sentence
Parent is engaged, directly and indirectly through certain of its Subsidiaries, in the Galleria Business.
In connection with the French Plant Sale, Parent will enter into (1) a contract manufacturing agreement for the manufacture of the products of the Galleria Business made at the Sarreguemines, France facility, which agreement will be assignable to SplitCo, and (2) a contract manufacturing agreement for the manufacture of the Parent Group’s non-Galleria Business products.
Prior to the Cut-Off Date and prior to the Closing, Parent will cause (i) all accounts receivable that are either (A) primarily related to the Galleria Business and held by SplitCo or any Galleria Entity or (B) primarily related to the Salon Professional Business and (ii) all other rights to payment and security for payments to the extent they relate to the Galleria Business to be held by a member of the Galleria Group.
None of the Governmental Approvals required for the continued conduct of the Galleria Business as such business is currently being conducted will lapse, terminate, expire or otherwise be impaired as a result of the consummation of the transactions contemplated hereby or by the Ancillary Agreements, except as has not been and would not reasonably be expected to be material to the Galleria Business.
Notwithstanding anything to the contrary contained in this Agreement, none of Parent or any of its Affiliates will make any substantive business decisions with respect to the Galleria Business in performing any services for SplitCo pursuant to the Transition Services Agreement.
Acquiror, on its own behalf and on behalf of its respective Subsidiaries and Affiliates (including after the Closing, SplitCo), acknowledges that all other warranties that Parent and its Subsidiaries gave or might have given, or which might be provided or implied by applicable Law or commercial practice, with respect to SplitCo, its Subsidiaries, the Galleria Assets, the Galleria Business, are hereby expressly excluded.
Prior to consummating the Distribution and Merger as contemplated in Article II, Parent and SplitCo will effect a reorganization of the Galleria Business.
Parent and its Subsidiaries have the requisite corporate power and authority to own, lease and operate their properties that will be contributed to SplitCo or the Galleria Entities and to carry on the Galleria Business as now being conducted and to enter into and perform its obligations under this Agreement or the Ancillary Agreements to which it is, or will be, a party and to consummate the transactions contemplated hereby and thereby.
Each Party agrees to use its Commercially Reasonable Efforts to retain all Information that relates to the operations of SplitCo and the Galleria Business in its respective possession or control at the Business Transfer Time in accordance with their respective then-existing document retention policies, as such policies may be amended from time to time.
Hence, these requirements need not all hold simultaneously in some scenarios of Org enactment.R 1 An agent is restricted to communicate with its children, parents, and siblings.An Org can handle exceptions and check for policy compliance among its children.