Local Purchasers definition

Local Purchasers means the members of the Purchaser’s Group who will enter into the Local Asset Purchase Agreements pursuant to Section 2.11;
Local Purchasers means Purchaser and the Affiliates of Purchaser, as the case may be, which will be accepting the transfers of the Local Assets and Local Liabilities.
Local Purchasers means the persons nominated pursuant to Clause 2.5 to purchase any of the Shares or the Business Assets (and assume the Business Liabilities);

Examples of Local Purchasers in a sentence

  • Purchaser and the Local Purchasers are qualified to do business and are in good standing as a foreign corporation in each jurisdiction where the ownership or operation of its properties or conduct of its business requires such qualification, except where the failure to be so qualified or in good standing, when taken together with all other such failures, is not reasonably likely to have a Purchaser Material Adverse Effect.

  • The Purchaser and the Local Purchasers shall acquire no interest under this Agreement in the Excluded Assets.

  • Purchaser's and the Local Purchaser's certificates of incorporation and by-laws, or such other applicable organizational documents, so delivered are in full force and effect.

  • Once such authorization, approval, consent or waiver for the sale, assignment, transfer, conveyance or delivery of any Assets not sold, assigned, transferred, conveyed or delivered at the Closing is obtained, Seller shall assign, transfer, convey and deliver, or cause to be assigned, transferred, conveyed and delivered, such Assets to Purchaser or the Local Purchasers for no additional consideration.

  • The execution, delivery and performance by Purchaser and the Local Purchasers of this Agreement, if it is a party hereto, and each of the Ancillary Agreements has been duly and validly authorized and no additional corporate authorization or consent is required in this respect.

  • Purchaser and the Local Purchasers are each a corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its incorporation, with all requisite corporate power and authority to own and operate and to carry on its business as currently conducted.

  • Purchaser has made available to Seller a complete and correct copy of Purchaser's and the Local Purchasers certificates of incorporation and by-laws, or other applicable organizational documents, each as amended to date.

  • Purchaser's and the Local Purchasers' certificates of incorporation and by-laws, or other applicable organizational documents, each as amended to date.

  • None of Purchaser and the Local Purchasers is in default under or in violation of any provision of its charter or bylaws.

  • Subject to Section 9.6 above, Seller shall bear any costs related to, and shall indemnify and hold harmless Purchaser and the Local Purchasers from and against any claims made by any Foreign Business Employee for any statutory, contractual or common law severance or separation benefits and other legally mandated payment obligations (including the employer portion of any employment Taxes, together with any compensation payable during any mandatory termination notice period related thereto).

Related to Local Purchasers

  • Original Purchasers means RBC Capital Markets, LLC, Chicago, Illinois, and the other original purchasers designated by the Fiscal Officer in the Certificate of Award.

  • Additional Purchasers means purchasers of Additional Notes.

  • Initial Purchasers shall have the meaning set forth in the preamble.

  • Placement Agents shall have the meaning set forth in the preamble.

  • Purchasers is defined in Section 12.3.1.

  • Initial Purchaser As defined in the preamble hereto.

  • Placement Agent means X.X. Xxxxxxxxxx & Co., LLC.

  • Original Purchaser means the original purchaser of the Bonds designated by the Fiscal Officer in the Certificate of Award.

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

  • Underwriters means the underwriters named in Schedule A to the Underwriting Agreement.

  • Initial Purchase Agreement means the Purchase Agreement (including the related Blanket Endorsement, Initial Xxxx of Sale and any attachments thereto) substantially in the form of Attachment A hereto (of which these Master Terms form a part by reference), to be executed by VL Funding, the VL Funding Eligible Lender Trustee on behalf of VL Funding, Funding and the Interim Eligible Lender Trustee on behalf of Funding, which shall certify that the representations and warranties made by VL Funding as set forth in Sections 5(A) and (B) and by the Servicer as set forth in Section 5(C) of these Master Terms are true and correct as of the Closing Date.

  • Selling Agent Morgan Stanley & Co.

  • central purchasing body means a contracting authority providing centralised purchasing activities and, possibly, ancillary purchasing activities;

  • Placement Agent Agreement means that certain placement agent agreement dated as of the date hereof between the Company and the Placement Agent.

  • Forward Purchaser has the meaning set forth in the introductory paragraph of this Agreement.

  • Other Purchasers is defined in Section 2.

  • Initial Purchase Price has the meaning set forth in Section 2.1.

  • Additional Purchased Securities Securities provided by Seller to Buyer pursuant to Paragraph 4(a) hereof;

  • 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.

  • Selling Stockholder means any Stockholder owning Registrable Shares included in a Registration Statement.

  • Investors means the Initial Investors and any transferee or assignee who agrees to become bound by the provisions of this Agreement in accordance with Section 9 hereof.

  • Investor means the Buyer, any transferee or assignee thereof to whom a Buyer assigns its rights under this Agreement in accordance with Section 9 and who agrees to become bound by the provisions of this Agreement, and any transferee or assignee thereof to whom a transferee or assignee assigns its rights under this Agreement in accordance with Section 9 and who agrees to become bound by the provisions of this Agreement.

  • Placement Agent Warrants shall have the meaning set forth in the Subscription Agreement.

  • Selling Shareholders has the meaning given to such term in the Preamble to this Agreement;

  • Initial Purchase Date means the date on which the first Purchase made pursuant to this Agreement shall occur.

  • Final Purchase Price has the meaning set forth in Section 2.02.