Main Sellers definition

Main Sellers has the meaning set forth in the preamble to this Agreement.
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Main Sellers has the meaning set forth in the preamble to this Agreement. “Mandatory Antitrust Filings” means all notifications and filings which the Purchaser and/or the Sellers and/or the EMEA Sellers and/or NNSA or any of them, in respect of the transactions contemplated by this Agreement (and/or by the EMEA Asset Sale Agreement and/or by the NNSA Irrevocable Offer), is required under the Laws of any jurisdiction to deliver, prior to Closing, to any Government Entity having jurisdiction over mergers and/or similar transactions under any Antitrust Laws applying to any of the parties or to the transactions contemplated by the Agreement (and/or by the EMEA Asset Sale Agreement and/or by the NNSA Irrevocable Offer).
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Main Sellers has the meaning set forth in the preamble to this Agreement. “Material Adverse Effect” means any event, change or circumstance that, individually or in the aggregate, has had, or would reasonably be expected to have a material adverse effect on the assets, liabilities, operations, results of operations or condition (financial or otherwise) of the Business to be transferred hereunder and under the EMEA Asset Sale Agreement, taken as a whole, but in each case shall not include the effect of events, changes and circumstances to the extent arising from (a) changes in the industries and markets in which the Business operates, except to the extent such changes disproportionately affect the Business,
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Examples of Main Sellers in a sentence

  • Such Local Sale Agreements shall promptly be negotiated in good faith between the Main Sellers and the Purchaser.

  • Between the date hereof and the Closing Date, the Main Sellers hereby agree that they shall use their reasonable best efforts to cause each Other Seller that is not a signatory to this Agreement as of the date hereof to execute a counterpart to this Agreement as soon as practicable, agreeing to be bound as a Party under this Agreement.

  • The Main Sellers shall cooperate with the Purchaser and shall provide such information as may be reasonably requested in connection with such review.

  • On or before January 15, 2010 the Purchaser may by written notice to the Main Sellers, modify the lists of Designated Other Vendor Contracts and Excluded Other Vendor Contracts for all purposes hereunder.

  • Following the Closing, the Purchaser shall provide the Main Sellers and their representatives access to the records and employees of the Business to the extent relevant for the preparation of the Closing Statement and shall cause the employees of the Business to cooperate with the Main Sellers in connection with their review of the Closing Statement.

  • The representations and warranties of the Main Sellers pursuant to ARTICLE VII hereof and the covenants set forth in ARTICLE IX hereof shall be true and correct as of the Initial Closing Date.

  • On the Initial Closing Date, Purchaser shall provide the Stock Consideration by causing the delivery of restricted stock agreements to the Main Sellers providing for (a) an issuance to Preipo in the amount of 226,477 shares of restricted stock, and (b) an issuance to RP in the amount of 74,598 shares of restricted stock.

  • The Main Sellers shall, and shall, to the extent feasible, cause the Companies to, cooperate with Purchaser in connection with the smooth transition of the Business to Purchaser.

  • The operation and use of the Information Systems, and the conduct of the Business based thereon, does not infringe and is consistent with all rights owned or held by any other Person (in particular software vendors), and there is no pending or threatened claim or litigation against any of the Companies, Main Sellers or their respective Affiliates relating thereto.

  • The forfeitable portion of the Stock Consideration issued pursuant to the Restricted Stock Agreements shall serve as security for the indemnification obligations of the Main Sellers pursuant to Sections 12.1(a), 12.1(b) and 12.1(c) hereof and any indemnification obligations of the Principals hereunder.


More Definitions of Main Sellers

Main Sellers has the meaning set forth in the preamble to this Agreement. “Major Customer Contract” has the meaning set forth in Section 5.38(d). “Major 2008 Customer Contract” has the meaning set forth in Section 5.38(c). “Major 2009 Customer Contract” has the meaning set forth in Section 5.38(d). “Mandatory Antitrust Approvals” means a decision, in whatever form (including a declaration of lack of jurisdiction or a mere filing or notification, if the Closing can take place, pursuant to the applicable Antitrust Law, without a decision or the expiry of any waiting period) by any Government Entity under the Antitrust Laws of any of the jurisdictions listed in Exhibit K (the “Relevant Antitrust Jurisdiction / Authorities”) or the expiry of the applicable waiting period, as applicable, under the Antitrust Laws of any of the jurisdictions listed in Exhibit K, authorizing or not objecting to the transactions contemplated by this Agreement (and/or by the EMEA Asset Sale Agreement), which includes any decision or consent by any such Government Entity setting forth conditions or obligations on the Purchaser or any of its Affiliates if such conditions or obligations have been or, pursuant to Section 5.5(e) or Clause 10.11 of the EMEA Asset Sale Agreement are required to be, accepted by the Purchaser.
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Related to Main Sellers

  • Sellers has the meaning set forth in the preamble.

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

  • Seller has the meaning set forth in the Preamble.

  • Buyer has the meaning set forth in the preamble.

  • Buyer Parties means Buyer, its Affiliates, their members, officers, directors, employees, agents, representatives, successors, and assigns.

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

  • Contributors has the meaning set forth in the initial paragraph hereof.

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

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

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

  • Purchaser means the organization purchasing the goods.

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

  • Selling Parties shall have the meaning specified in the preamble.

  • The Vendor means the person, firm, company or organization on whom the Purchase Order is placed and shall be deemed to include the vendor’s successors, representative heirs, executors and administrator as the case may be. It may also be referred to as Seller, Contractor or Supplier.

  • Retail seller means any person that sells any dangerous drug to consumers without assuming control over and responsibility for its administration. Mere advice or instructions regarding administration do not constitute control or establish responsibility.

  • Acquiror has the meaning specified in the Preamble hereto.

  • Buyers has the meaning set forth in the preamble.

  • Primary Seller means the Seller whose Bid City selected as the principal supplier of the Goods and/or Services required under this Agreement.

  • Secondary Seller means the Seller whose Bid City selected as a back-up supplier in the event the Primary Seller is unable to provide all the Goods and/or Services required.

  • Seller Party means Seller, any Affiliates of Seller, any direct or indirect subcontractors of Seller or its Affiliates and any of such subcontractors' Affiliates.

  • the Seller means the person so described in the Order;

  • 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.

  • Model 4 seller means a seller that is registered under the agreement and is not a model 1 seller, model 2 seller, or model 3 seller.

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

  • 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.

  • Buyer Party means each Affiliate of Buyer that is, or is contemplated by this Agreement to become at the Closing, a party to one or more Transaction Agreements. For clarity, none of the Acquired Companies shall be deemed to be a “Buyer Party” hereunder.