MGM Entities definition

MGM Entities means Seller, PRMA and, until the Closing, the Company.
Sample 1Sample 2
MGM Entities means Seller and, until the Closing, the Colorado Belle Company and the Edgewater Company.
Sample 1

Examples of MGM Entities in a sentence

  • All accounts receivable and casino collection receivables (a) arise out of bona fide sales and deliveries of goods, performance of services or other transactions in connection with the business and represent income earned in the Ordinary Course of Business, and (b) are not subject to material defenses, setoffs or counterclaims to the knowledge of the MGM Entities, other than normal allowances.

  • Except for the provisions of (a) ARTICLE VIII with respect to Indemnified Parties, and (b) Section 11.14, this Agreement is for the sole benefit of the Parties, Parent (as an intended third party beneficiary of the MGM Entities) and their permitted assigns and nothing herein expressed or implied shall give or be construed to give any Person, other than the Parties, Parent (as an intended third party beneficiary of the MGM Entities) and such assigns, any legal or equitable rights hereunder.

  • Except as at that time made or obtained, as of the Closing Date, no corporate or company act or proceeding on the part of the MGM Entities or their respective stockholders or members will be necessary to authorize, execute, deliver and perform this Agreement and consummate the transactions contemplated by this Agreement.

  • Purchaser, and from and after the Closing, the Company, shall take such further actions and provide such further instruments as may be reasonably requested by the MGM Entities to confirm the transfer of the Retained Property from the Company to Parent or its Affiliate and in effecting the removal of any Retained Property from any Real Property.

  • No broker, financial advisor or finder is entitled to any brokerage fees, commissions or finder’s fees in connection with the transactions contemplated by this Agreement based upon arrangements made by or on behalf of the MGM Entities or their respective Affiliates.

  • Except as already obtained as of the date hereof, no entity act or proceeding on the part of the MGM Entities or their respective stockholders or members will be necessary to authorize, execute, deliver and perform this Agreement (and all related documents) and consummate the transactions contemplated by this Agreement (and all related documents).

  • The execution and delivery of this Agreement (and all related documents) by the MGM Entities and the performance by the MGM Entities of the transactions that are contemplated by this Agreement (and all related documents) have been duly authorized by all necessary entity action on the part of the MGM Entities, respectively.

  • The execution and delivery of this Agreement by the MGM Entities and the performance by the MGM Entities of the transactions that are contemplated by this Agreement have been duly authorized by all necessary corporate or company action on the part of the MGM Entities, respectively.

  • The MGM Entities have delivered or made available to Purchaser a list of all claims made under the Policies set forth in Section 4.19 of the Seller Disclosure Schedule and of all payments made to the Company thereunder since January 1, 2006, and the information contained in such list is complete, accurate and current.

  • To the knowledge of the MGM Entities, the Company is not a party or subject to (including any property or asset of the Company) or in default of a Governmental Order or arbitration award.

Related to MGM Entities

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

  • Acquired Entities means the Company and the Company Subsidiaries.

  • Acquired Companies means, collectively, the Company and the Company Subsidiaries.

  • Seller Subsidiaries means the subsidiary partnerships of the McNeil Partnerships listed on Annex G to this Agreement (the "Subsidiary Partnerships") and the subsidiary corporations listed on Annex F to this Agreement (the "Subsidiary Corporations") which hold GP Interests in certain of the Subsidiary Partnerships.

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

  • Company Entities means the Company and the Company Subsidiaries.

  • Project Companies means all Group Project Companies and Non-Group Project Companies together, each being a “Project Company”.

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

  • Seller Affiliates has the meaning assigned to such term in Section 2.7.1;

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

  • Partnership Entities means the General Partner and each member of the Partnership Group.

  • Target Companies means the Target and its Subsidiaries.

  • Spinco Subsidiaries means all direct and indirect Subsidiaries of Spinco immediately following the Contribution.

  • Operating Subsidiaries means, collectively, the Corporation and HST, each a wholly-owned subsidiary of the Trust, and "Operating Subsidiary" means either of the Corporation or HST, as applicable.

  • Operating Entities means, from time to time, the Persons in which the Holding Entities, directly or indirectly, hold interests and that (i) directly hold real estate assets, or (ii) indirectly hold real estate assets but all of the interests of which are not held, directly or indirectly, by the Holding Entities, other than, in the case of each of (i) and (ii), any Person in which the Holding Entities, directly or indirectly, hold interests for investment purposes only of less than 5% of the outstanding equity securities of that Person;

  • Company Subsidiaries means the Subsidiaries of the Company.

  • SpinCo Entities means the entities, the equity, partnership, membership, limited liability, joint venture or similar interests of which are set forth on Schedule IV under the caption “Joint Ventures and Minority Investments.”

  • Group Companies means the Company and its Subsidiaries.

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

  • Parent Subsidiaries means the Subsidiaries of Parent.

  • Holding Entities means the subsidiaries of the Infrastructure Partnership, from time to time, through which it indirectly holds all of the Partnership’s interests in the operating entities.

  • Seller Group Member means (a) Seller and its Affiliates, (b) directors, officers and employees of Seller and its Affiliates and (c) the successors and assigns of the foregoing.

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

  • Operating Partnership has the meaning set forth in the preamble.

  • Transferred Subsidiaries shall have the meaning set forth in the Recitals.