IDR Sellers definition

IDR Sellers has the meaning assigned to such term in the IDR Purchase Agreement.
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IDR Sellers has the meaning assigned to such term in the Preamble.
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Examples of IDR Sellers in a sentence

  • The execution and delivery of this Agreement and the performance by the IDR Sellers of their obligations hereunder have been duly authorized by the trustee or other governing body of each of the IDR Sellers, if applicable, and no other proceedings on the part of any of the IDR Sellers are necessary to authorize such execution, delivery and performance.

  • There are no Legal Proceedings pending or, to the Knowledge of the IDR Sellers, threatened against or involving the IDR Sellers or IDR Holders that, individually or in the aggregate, would reasonably be expected to have a Seller Material Adverse Effect, and there is no order, judgment, injunction or decree of any Governmental Authority outstanding against any of the IDR Sellers or IDR Holders that, individually or in the aggregate, would reasonably be expected to have a Seller Material Adverse Effect.

  • Such IDR Sellers are “accredited investors” as such term is defined in Regulation D under the Securities Act.

  • Upon the filing of Tax Returns in connection with Transfer Taxes, IDR Buyer shall provide the IDR Sellers with evidence satisfactory to the IDR Sellers that such Transfer Taxes have been filed and paid.

  • The IDR Sellers acknowledge that they can bear the economic risk of their investment in the CST Common Stock comprising the Equity Consideration and have such knowledge and experience in financial and business matters that they are capable of evaluating the merits and risks of an investment in such CST Common Stock.

  • Other than this Agreement, there are no outstanding options, warrants or similar rights to purchase or acquire from the IDR Sellers or IDR Holders any of the IDRs. Other than the IDRs being indirectly conveyed to IDR Buyer pursuant to the terms of this Agreement, no other IDRs have been issued by the Partnership to any Person.

  • At or prior to the Closing, the other Transaction Documents to which any of the IDR Sellers is party will be duly executed and delivered by such IDR Seller and will constitute such IDR Seller’s valid and binding obligation enforceable against such IDR Seller in accordance with its terms, except as enforcement may be limited by the Enforceability Exceptions.

  • CST and the IDR Buyer agree to immediately notify the IDR Sellers if any member of the IDR Buyer Group receives any indications of interest, requests for information or offers in respect of an IDR Competing Transaction and will communicate to the IDR Sellers in reasonable detail the terms of any such indication, request or offer.

  • Since the date hereof there shall not have occurred and be continuing a Seller Material Adverse Effect and CST and IDR Buyer shall have received a certificate, dated as of the Closing Date, of a trustee of each of the IDR Sellers certifying that to the Knowledge of the IDR Sellers no Seller Material Adverse Effect has occurred and is continuing.

  • In acquiring the CST Common Stock comprising the Equity Consideration, none of the IDR Sellers is offering or selling, and shall not offer or sell such CST Common Stock, in connection with any distribution of any of such CST Common Stock, and each of the IDR Sellers has no participation and shall not participate in any such undertaking or in any underwriting of such an undertaking, in all cases except in compliance with applicable federal and state securities Laws.

Related to IDR Sellers

  • Buyer Parties means Buyer, Owner, the Lenders and each of their Affiliates and all of their respective directors, officers, agents, advisors, engineers, contractors, consultants, representatives, assigns, employees and any other Person acting on behalf of any of them or in representation, interest, benefit thereto.

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

  • Sellers has the meaning set forth in the preamble.

  • Seller Parties has the meaning set forth in the preamble to this Agreement.

  • Selling Parties has the meaning assigned to such term in the Preamble.

  • Buyer has the meaning set forth in the preamble.

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

  • Seller Parent has the meaning set forth in the Preamble.

  • Seller has the meaning set forth in the Preamble.

  • Contributors has the meaning set forth in the Preamble.

  • Other Sellers shall have the meaning set forth in Section 10.4.

  • BIDDER/Seller which expression shall mean and include, unless the context otherwise requires, his successors and permitted assigns) of the second part.

  • Seller Group means, at any time, the group of companies comprised of Xxxxx Fargo & Company and its subsidiaries at that time.

  • Buyer Party means each of (i) the Buyer and (ii) each Affiliate of the Buyer that is a party to a Transaction Agreement.

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

  • Purchaser means the organization purchasing the goods.

  • Target Companies has the meaning set forth in the recitals.

  • Purchaser Parent has the meaning set forth in the preamble to this Agreement.

  • 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.

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

  • Selling Shareholders has the meaning set forth in Section 5.6(a)(i).

  • Selling Stockholders means Purchaser and any other purchaser of Units in the Offering, and their respective successors and assigns.

  • Other Selling Stockholders means persons other than Holders who, by virtue of agreements with the Company, are entitled to include their Other Shares in certain registrations hereunder.

  • Purchaser Parties means, collectively, the Purchasers and any of their respective former, current or future directors, officers, employees, agents, general or limited partners, managers, members, stockholders, Affiliates or assignees or any former, current or future director, officer, employee, agent, general or limited partner, manager, member, stockholder, Affiliate or assignee of any of the foregoing.

  • Transferred Entities means the entities set forth on Schedule 1.5.

  • 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.