Paragon Entities definition

Paragon Entities means, collectively, Paragon, Hollandia GA Investor Corp., Hollandia GA and their respective Subsidiaries.
Paragon Entities means, collectively, Paragon, Hollandia GA Investor Corp., Hollandia GA and their respective Subsidiaries. “Paragon Georgia PSA” means the Purchase and Sale Agreement dated as of March 14, 2022 among (1) Mosaic Capital Investors I, LP and True West Capital Partners Fund II, LP, as sellers, (2) the Sellers’ Representative, (3) the Company, as purchaser, (4) Hollandia GA Investor Corporation, a Delaware corporation, and (5) Holdings, as parent, pursuant to which the Company agreed to purchase all of the issued and outstanding shares of capital stock of Hollandia GA Investor Corp. holding all of the issued and outstanding Series A Preferred Units of Hollandia GA. The Borrowers acknowledge and agree that a true, correct and complete copy of the Paragon Georgia PSA was delivered to the Lender on the First Amendment Effective Date. “Paragon Georgia UPA” means the Unit Purchase Agreement dated as of March 14, 2022 among (1) the individuals identified therein, as sellers, (2) the Company, as purchaser, and (3) Holdings, as parent, pursuant to which the Company agreed to purchase all of the issued and outstanding Class B Common Units of Hollandia GA. The Borrowers acknowledge and agree that a true, correct and complete copy of the Paragon Georgia UPA was delivered to the Lender on the First Amendment Effective Date. “Paragon Material Adverse Effect” means a “Company Material Adverse Effect,” as defined in the Paragon California PSA as in effect on the First Amendment Effective Date.
Paragon Entities means, collectively, Paragon, Hollandia GA Investor Corp., Hollandia GA and their respective Subsidiaries. “Paragon Georgia PSA” means the Purchase and Sale Agreement dated as of March 14, 2022 among (1) Mosaic Capital Investors I, LP and True West Capital Partners Fund II, LP, as sellers, (2) the Sellers’ Representative, (3) the Company, as purchaser, (4) Hollandia GA Investor Corporation, a Delaware corporation, and (5) Holdings, as parent, pursuant to which the Company agreed to purchase all of the issued and outstanding shares of capital stock of Hollandia GA Investor Corp. holding all of the issued and outstanding Series A Preferred Units of Hollandia GA. The Borrowers acknowledge and agree that a true, correct and complete copy of the Paragon Georgia PSA was delivered to the Lender on the First Amendment Effective Date. “Paragon Georgia UPA” means the Unit Purchase Agreement dated as of March 14, 2022 among (1) the individuals identified therein, as sellers, (2) the Company, as purchaser, and (3) Holdings, as parent, pursuant to which the Company agreed to purchase all of the issued and outstanding Class B Common Units of Hollandia GA. The Borrowers acknowledge and agree that a true, correct and complete copy of the Paragon Georgia UPA was delivered to the Lender on the First Amendment Effective Date. “Paragon Material Adverse Effect” means a “Company Material Adverse Effect,” as defined in the Paragon California PSA as in effect on the First Amendment Effective Date. “Paragon Properties” means, collectively, (i) the real property and related improvements owned by the Paragon Property Purchaser, having a common address of 1550 Xxxxx Xxxxxx Xxxx, Carpinteria, Santa Xxxxxxx County, California 93013, (ii) the real property and related improvements owned by the Paragon Property Purchaser, having a common address of 6135 Xxxxx Xxxx Xxxxxx, Xxxxxx, Xxxxxxx Xxxxxx, Xxxxxxxxxx 00000, xxd (iii) the real property and related improvements owned by the Paragon Property Purchaser, having a common address of Highway 41, Warner Robins, Peach County, Georgia 31088. “Paragon Property PSA” means the Purchase and Sale Agreement dated as of March 14, 2022 between (1) STORE Master Funding XVIII, LLC, as seller, and (2) Hollandia Real Estate, LLC, as purchaser (the “Paragon Property Purchaser”), pursuant to which the seller agreed to sell, and Hollandia Real Estate, LLC agreed to purchase, the Paragon Properties. The Borrowers acknowledge and agree that a true, correct an...

Examples of Paragon Entities in a sentence

  • Pursuant to the Noble Term Sheet, Noble has agreed to provide, among other things, credit support to Paragon with respect to certain bonding obligations imposed by Mexican Governmental Units in exchange for Paragon’s release of all claims and causes of action arising under, relating to, or in connection with the Spin-Off (as defined in the Noble Term Sheet) that the Paragon Entities may hold against the Noble Entities.

  • The financial projections and forecasts previously provided by Paragon to Noble are consistent in all material respects with the financial projections and forecasts provided prior to the Filing Date by Paragon to the Restructuring Parties that are not Paragon Entities in connection with negotiation of the PSA.

  • To the Knowledge of Paragon, Schedule I hereto sets forth a true, complete and correct list of (a) the tax audit claims of Applicable Paragon Tax Liabilities asserted by the Mexican Governmental Authorities on or prior to the date of the Term Sheet attributable to the Paragon Entities, and (b) each bond for any Applicable Paragon Tax Liability posted by or on behalf of Paragon on or prior to the date of the Term Sheet attributable to the Paragon Entities.

  • Further, the court concludes that BCBSTX has produced summary judgment evidence sufficient to create a genuine dispute of material fact that the alleged fraud was perpetrated primarily for the direct personal benefit of Dr. Fisher or the other Paragon Entities.

  • Further, that BCBSTX inconsistently paid the Paragon Entities does not draw into question the existence of an agreement, but it does provide evidence from which a reasonable jury could conclude that BCBSTX breached the implied agreement.

  • Pursuant to the Noble Settlement Agreement, Noble has agreed to provide, among other things, credit support to Paragon with respect to certain bonding obligations imposed by Mexican governmental units in exchange for Paragon’s release of all claims and causes of action arising under, relating to, or in connection with the Spin-Off that the Paragon Entities may hold against the Noble Entities.

  • In response, Plaintiffs argue that the record evidence is sufficient to raise a genuine dispute of material fact that BCBSTX had implied contracts with the Paragon Entities to pay for equipment and supplies needed as part and parcel of the anesthesia professional services.

  • Dr. Fisher established the Paragon Entities to provide the professional and technical services and bill for the services rendered.Recognizing that the patient’s insurance company generally is billed for the anesthesiologist’s professional services as well as the gynecologist’s professional services, Dr. Fisher struggled with how to bill insurance companies for his novel service of providing the anesthesia equipment needed to perform in-office surgical procedures.

  • Id. at 23-24.In response, BCBSTX argues that the record evidence, viewed in the light most favorable to it, shows that Dr. Fisher created and used the Paragon Entities as a corporate fiction to perpetrate a fraudulent billing scheme, including directing “his billing agent to submit claims to BCBSTX on behalf of the Paragon company likely to receive the highest level of reimbursement for a given patient regardless of which Paragon company actually provided the services.” Def.’s Resp.

  • Pursuant to the Noble Settlement Agreement, Noble has agreed to provide, among other things, credit support to Paragon with respect to certain bonding obligations imposed by Mexican Governmental Units in exchange for Paragon’s release of all claims and causes of action arising under, relating to, or in connection with the Spin-Off that the Paragon Entities may hold against the Noble Entities.

Related to Paragon Entities

  • Seller Entities means the Seller and its affiliates other than the Buyer Entities;

  • PJM Entities means PJM, including the Market Monitoring Unit, the PJM Board, and PJM’s officers, employees, representatives, advisors, contractors, and consultants.

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

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

  • Acquired Entities means the Company and each of its Subsidiaries, collectively.

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

  • Target Companies means the Company and its Subsidiaries.

  • 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.

  • 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.

  • 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.”

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

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

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

  • Operating Companies shall have the meaning specified in the recitals to this Agreement.

  • Partnership Group Member means any member of the Partnership Group.

  • PRC Entities means the PRC Subsidiaries and the Consolidated Affiliated Entities collectively.

  • 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.

  • Buyer Group Member means Buyer and its Affiliates and their respective successors and assigns.

  • Spinco Subsidiaries means all direct and indirect Subsidiaries of SpinCo, after giving effect to the Reorganization.

  • Company Entities means the Company and the Company Subsidiaries.

  • 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;

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

  • Parent Subsidiaries means the Subsidiaries of Parent.

  • Company Group Member means each member of the Company Group.

  • Company Subsidiaries means the Subsidiaries of the Company.

  • Parent means a "parent corporation," whether now or hereafter existing, as defined in Section 424(e) of the Code.