Inactive Entities definition

Inactive Entities means (a) the following entities in which Movie Gallery US, LLC, a Guarantor, has an ownership interest as of the Closing Date: DVDStation, Inc. and Echo, LLC; and (b) the following entity in which Borrower and Movie Gallery US, LLC, a Guarantor, have an ownership interest as of the Closing Date: Movie Gallery Mexico Inc., S. de X.X. de C.V.
Inactive Entities means Ribogene, Inc., a Delaware corporation, and BioVectra, Inc. USA, a Connecticut corporation.
Inactive Entities means, collectively, Argotec Xxxxxxxx, Inc., Aptek Xxxxxxxx, Inc., WMCO-GEO, Inc., Xxxxxx Xxxxxxxx, Inc., Kenco/Xxxxxxxx, Inc., NESC Xxxxxxxx, Inc., Premier Plastic Technologies, Inc., Proactive Acquisition Corporation, Waccamaw Wheel Xxxxxxxx, Inc., Xxxxxxxx Technologies, Inc., Xxxxxxxx World Trade, Inc., Xxxxxxxx Automotive, Inc., Techwood Xxxxxxxx, Inc., each a Delaware Corporation except for WMCO-GEO, Inc., which is a Florida corporation and Proactive Acquisition Corporation, which is a Michigan corporation, and each a wholly owned Subsidiary of Holdings.

Examples of Inactive Entities in a sentence

  • The authorized and the issued capital stock of each of the Borrowers and each of their respective Subsidiaries (except for the Inactive Entities) is as set forth on Schedule 4.1(B), including all preemptive or other outstanding rights, options, warrants, conversion rights or similar agreements or understandings for the purchase or acquisition from any Borrower of any shares of capital stock or other securities of any such entity.

  • The Inactive Entities have no material assets and conduct no business operations, and Borrowers have no intention of causing any Inactive Entity to obtain any material assets or conduct any business operations.

  • Attached hereto as EXHIBIT 3.31 is an accurate and complete list of all direct or indirect subsidiaries of any Borrower, designating certain subsidiaries as inactive (collectively, the "Inactive Entities").

  • A true, correct and complete list of the Inactive Entities is attached hereto as Schedule 4.31.

  • Loan Amount: Up to $3,000,000 for any property (inclusive of the cost of the Land, the Development Price (as defined below), and all financed soft costs and closing costs).

  • Except as set forth on Schedule 4.31, as of the Closing Date, none of the Inactive Entities (a) has total assets valued at greater than $10,000, (b) had total revenues during the third calendar quarter of 2005 in excess of $3,000 or (c) is currently conducting any business operations.

  • Except as set forth on Schedule 4.31, as of the Closing Date, none of the Inactive Entities (a) has total assets valued at greater than $10,000, (b) had total revenues during the second calendar quarter of 2003 in excess of $3,000 or (c) is currently conducting any business operations.

  • The Inactive Entities shall not have any operations, incur any liabilities (other than those incidental to its continued existence, dissolution and winding up) or hold any assets.

  • No distributions or payments shall be made by Borrowers to any Inactive Entities.

  • Schedule 8.27 contains a complete and accurate list of all Inactive Entities as of the Closing Date.


More Definitions of Inactive Entities

Inactive Entities means (a) the following entities in which Movie Gallery US, LLC, a Guarantor, has an ownership interest as of the Closing Date: DVDStation, Inc. and Echo, LLC; and (b) the following entity in which Borrower and Movie Gallery US, LLC, a Guarantor, have an ownership interest as of the Closing Date: Movie Gallery Mexico Inc., S. de R.L. de C.V.
Inactive Entities means each of Footprint MX Holdings, LLC a Delaware limited liability company, and Footprint Mexico, LLC, a Delaware limited liability company.

Related to Inactive Entities

  • Inactive business operations means the mere continued holding or renewal of rights to property previously operated for the purpose of generating revenues but not presently deployed for such purpose.

  • Inactive Subsidiaries means those Subsidiaries of the Borrower listed on Schedule 1.01.

  • Excluded Entities has the meaning set forth in Section 2.2(b)(iv).

  • Competitive Entity means any (A) (i) NHL or NBA team located in New York, New Jersey or Connecticut, or (ii) any arena or theater (with at least 1,000 seats) that competes in the same city as any of the Company’s arenas or theaters, respectively, or (B) affiliate of any person or entity that operates any of the types of businesses described in clause (A) above, provided that you may become employed or otherwise provide services to such an affiliate of a Competitive Entity, so long as (x) your services are neither provided to, nor benefit, such Competitive Entity described in clause (A) and (y) the affiliate is not a direct or indirect parent company of the Competitive Entity described in clause (A) if the Competitive Entity subsidiary constitutes more than 30% of the total revenue of the parent company consolidated family of companies. Additionally, the ownership by you of not more than 1% of the outstanding equity of any publicly traded company shall not, by itself, be a violation of this Paragraph. By accepting the provisions set forth in this Annex II, you understand that the terms and conditions of this Annex II may limit your ability to earn a livelihood in a business similar to the business of the Company and its affiliates, but nevertheless hereby agree that the restrictions and limitations hereof are reasonable in scope, area and duration, and that the consideration provided under the Agreement and the severance agreement is sufficient to justify the restrictions and limitations contained herein which, in any event (given your education, skills and ability), you do not believe would prevent you from otherwise earning a living. You further agree that the restrictions are reasonable and necessary, are valid and enforceable under New York law, and do not impose a greater restraint than necessary to protect the Company’s legitimate business interests. THE MADISON SQUARE GARDEN COMPANY XXX XXXXXXXXXXXX XXXXX, XXX XXXX, XX 00000-0000 TEL 000-000-0000 Xx. Xxxxxx Xxxxx Page 12 You understand and agree that the Company will suffer immediate, irreparable harm in the event you breach any of your obligations under the covenants and agreements set forth in this Annex II, that monetary damages will be inadequate to compensate the Company for such breach and that the Company shall be entitled to injunctive relief as a remedy for any such breach (or threatened breach). Such remedy shall not be deemed to be the exclusive remedy in the event of breach (or threatened breach) by you of any of the covenants or agreements set forth in this Annex II, but shall be in addition to all other remedies available to the Company at law or in equity. You hereby waive, to the extent you may legally do so, (i) any requirement for security or the posting of any bond or other surety in connection with any temporary or permanent award of injunctive or other equitable relief, and (ii) the defense in any action for specific performance or other equitable remedy that a remedy at law would be adequate. Notwithstanding anything to the contrary contained in the Agreement, in the event you violate the covenants and agreements set forth in this Annex II, in addition to all other rights and remedies available to the Company, the Company shall have no further obligation to pay you any severance benefits or to provide you with any other rights or benefits to which you would have been entitled pursuant to the Agreement or the severance agreement had you not breached the covenants and agreements set forth in this Annex II. The restrictions contained in this Annex II shall be extended on a day-for-day basis for each day during which you violate the provisions of this Annex II in any respect. THE MADISON SQUARE GARDEN COMPANY XXX XXXXXXXXXXXX XXXXX, XXX XXXX, XX 00000-0000

  • Outside Entity means any:

  • Inactive Employee means an employee who is not actively at work due to approved leave of absence, short-term disability leave or military leave.

  • Active business operations means all business operations that are not inactive business operations.

  • Inactive portion means that portion of a facility which is not operated after November 19, 1980. See also "active portion" and "closed portion".

  • Inactive member means a member of the pension program or the individual account pro-

  • Released Entities means released entities as such term is defined

  • Surviving Business Entity has the meaning assigned to such term in Section 14.2(b).

  • Competitive Enterprise means a business enterprise that (i) engages in any activity, or (ii) owns or controls a significant interest in any entity that engages in any activity, that, in either case, competes anywhere with any activity in which the Company is engaged. The activities covered by the previous sentence include, without limitation, all insurance and re-insurance and insurance and re-insurance-related activities, asset management, financial product activities (including, without limitation, derivative activities) and financial services in the United States and abroad.

  • Inactive Subsidiary means any Subsidiary of the Borrower that (a) does not conduct any business operations, (b) has assets with a total book value not in excess of $10,000 and (c) does not have any Indebtedness outstanding.

  • Excluded Persons means (A) the Company or any Regency Entity; (B) a trustee or other fiduciary holding securities under an employee benefit plan of the Company or any Regency Entity; (C) an underwriter temporarily holding securities pursuant to an offering of such securities; or (D) a corporation owned, directly or indirectly, by the shareholders of the Company in substantially the same proportions as their ownership of stock in the Company.

  • Excluded Entity means a corporation or other entity of which the holders of voting capital stock of the Company outstanding immediately prior to such transaction are the direct or indirect holders of voting securities representing at least a majority of the votes entitled to be cast by all of such corporation’s or other entity’s voting securities outstanding immediately after such transaction.

  • Inactive or "inactivation" means action by the Division to place a license on inactive status in accordance with Sections 58-1-305 and R156-1-305.

  • Excluded Employees shall have the meaning set forth in Section 5.1.2.

  • Active Employees means all employees employed on the Closing Date by Seller for its business who are employed exclusively in Seller’s business as currently conducted, including employees on temporary leave of absence, including family medical leave, military leave, temporary disability or sick leave, but excluding employees on long-term disability leave.

  • Inactive license means a license that has expired because it was not renewed by the end of the grace period. The category of “inactive license” may include licenses formerly known as lapsed, inactive, delinquent, closed, or retired.

  • Participating Subsidiaries means the Subsidiaries that have been designated as eligible to participate in the Plan, and such other Subsidiaries that may be designated by the Committee from time to time in its sole discretion.

  • Inactive Account means a trader’s Account which had Client-Initiated activity and subsequently it remained inactive for a period of 90 days.

  • 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;

  • Disabled Business Enterprise means a business owned by a person with a disability that is a continuing, independent, for-profit business that performs a commercially useful function, and is at least fifty-one (51%) owned and controlled by one (1) or more persons with a disability, or, in the case of any publicly-owned business, at least fifty one percent (51%) of the stock of which is owned and controlled by one(1) or more persons with a disability and whose management and daily business operations are under the control of one (1) or more persons with a disability.

  • Excluded Parties shall have the meaning assigned to such term in Section 9.16.

  • Inactive Trading Account means a Client's trading account which has not had an open position, pending order, or non-trading operation in 3 months period.

  • Retained Subsidiaries means all Subsidiaries of Sellers and their respective direct and indirect Subsidiaries, as of the Closing Date, other than the Purchased Subsidiaries.