Operating Affiliates definition
Examples of Operating Affiliates in a sentence
The terms of this Contract shall also apply to Purchase Orders issued by Operating Affiliates and by Owner, for and on behalf of its Related Operators, provided that in each case, the Purchase Orders are made pursuant to and incorporate by reference the terms of this Contract.
The knowledge of Sellers for all purposes hereunder shall include the knowledge of the Senior Supervisory Personnel of the following entities: BPZ E&P, BPZ Resources, Inc., and, until the Completion Date, Newco (collectively, the Sellers’ Knowledge Group); and the knowledge of Buyer for all purposes hereunder shall include the knowledge of the Senior Supervisory Personnel of the Buyer Operating Affiliates.
The parties shall endeavor to agree on the terms of, and enter into, supply arrangements between the Buyers or any of their Affiliates (which, for the avoidance of doubt, shall include the Target Group after the Closing Date) and the Seller or any member of the Retained Group, pursuant to which Buyers or any of their Affiliates would supply the rolled goods needle felt used by Seller or any of Seller’s Operating Affiliates in carrying on the Hydro-finishing Business.
The Seller covenants with Buyers and for the benefit of each of their Affiliates that until the expiration of thirty-six (36) months from the Closing, it shall not, and it shall procure that the Seller’s Operating Affiliates shall not, directly or indirectly, carry on or be engaged or interested in a Competing Business except that it may hold for investment up to 5% of any class of securities of a Competing Business.
None of the Operating Affiliates or any of their respective Subsidiaries have contingent obligations, liabilities for taxes or other outstanding financial obligations which are material either individually or in the aggregate, except as disclosed in the above-referenced financials or on Schedule 7.5 hereto.
Charges for Shared Services and Benefits are based upon each Operating Affiliate's (and its subsidiaries') share of actual costs (including direct and indirect costs) incurred by Company in the performance of such Shared Services and Benefits.
During the term of this Agreement, Seller agrees to sell (or, with respect to licensed Materials, license) to Customer or its Operating Affiliates for the use and benefit of Customer or its Operating Affiliates and not for resale, Products (with associated Licensed Materials, licenses) and associated Services, as and to the extent ordered by Customer or its Operating Affiliates pursuant to orders issued by such entity and accepted by Seller hereunder.
Within sixty (60) days following a Financial Closing the Company shall issue, and, if applicable, cause any Operating Affiliate receiving financing pursuant to the Financial Closing to issue, to Employee a number of shares of the Company's, and, if applicable, such Operating Affiliate's, common stock which following such issuance will equal 2.5% of the then outstanding common stock of the Company, and, if applicable, such Operating Affiliate ("Employee Shares").
The Employee agrees to devote his entire professional time, energy, and ability to the proper and efficient performance of professional services for the Company and its Operating Affiliates.
The Borrower, Mortgaged Property Owners and Operating Affiliates shall permit agents, representatives and employees of the Administrative Agent to inspect any Mortgaged Property or any part thereof during normal business hours on Business Days upon reasonable advance notice and subject to the applicable terms and conditions of any Management Agreement.