Parent Holdings definition

Parent Holdings means VeriFone Systems, Inc., a Delaware corporation, and its successors.

Parent Holdings shall have the meaning set forth in the recitals hereof.

Parent Holdings shall have the meaning ascribed to it in the first paragraph of the Preamble.

Examples of Parent Holdings in a sentence

• Each of the Parent, Holdings, the Borrower and its respective Restricted Subsidiaries owns, or has a valid license to use, all Intellectual Property necessary for the conduct of its business as currently conducted free and clear of all Liens, except for Liens permitted by Section 7.01 and except where the failure to so own or have a license to use would not reasonably be expected to have a Material Adverse Effect.

• To the Parent’s, Holdings’ and the Borrower’s knowledge, the use of any Borrower Intellectual Property by the Parent, Holdings, the Borrower or its Restricted Subsidiaries does not infringe on the rights of any other Person in a manner that would reasonably be expected to have a Material Adverse Effect.

• Each notice pursuant to this Section shall be accompanied by a statement of a Responsible Officer setting forth details of the occurrence referred to therein and stating what action the Parent, Holdings, the Borrower or the relevant Restricted Subsidiary has taken or proposes to take with respect thereto.

• Each of Parent, Holdings and Merger Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date.

• The Parent, Holdings, the Borrower and its Restricted Subsidiaries have taken all commercially reasonable actions that in the exercise of their reasonable business judgment should be taken to protect the Borrower Intellectual Property, including Borrower Intellectual Property that is confidential in nature, except where the failure to do so would not reasonably be expected to have a Material Adverse Effect.

More Definitions of Parent Holdings

Parent Holdings shall have the meaning assigned to such term in the introductory statement to this Agreement.

Parent Holdings means First Nationwide (Parent) Holdings Inc., a Delaware corporation.

Parent Holdings shall have the meaning set forth in the recitals hereof. "Person" shall mean an individual, a corporation, a partnership, an association, a trust or other entity or organization. "Pre-Closing Period" shall mean any taxable year or period that ends on or before the Closing Date and, with respect to any Straddle Period, the portion of such Straddle Period deemed to end on and include the Closing Date. "Post-Closing Period" shall mean any taxable year or period that begins after the Closing Date and, with respect to any Straddle Period, the portion of such Straddle Period deemed to begin after the Closing Date. "Registration Rights Agreement" shall have the meaning set forth in the recitals hereof. "SEC" shall mean the Securities and Exchange Commission. "Securities Act" shall mean the Securities Act of 1933, as amended. "Straddle Period" shall mean any taxable year or period beginning before and ending after the Closing Date. "subsidiary" shall mean, with respect to any party, any corporation or other organization, whether incorporated or unincorporated, of which (i) such party or any other subsidiary of such party is a general partner or (ii) at least 50% of the securities or other interests having by their terms ordinary voting power to elect a majority of the Board of Directors or others performing similar functions with respect to such corporation or other organization or at least 50% of the value of the outstanding equity is directly or indirectly owned or controlled by such party or by any one or more of its subsidiaries, or by such party and one or more of its subsidiaries. "Surviving Corporation" shall have the meaning set forth in Section 2.1 hereof. "Tax" (and, with correlative meaning, "Taxes" and "Taxable") shall mean: (i) any federal, state, local or foreign net income, gross income, receipts, windfall profit, severance, property, production, sales, use, license, excise, franchise, employment, payroll, withholding, alternative or add-on minimum, ad valorem, transfer, stamp, or environmental tax, or any other tax, custom, duty, governmental fee or other like assessment or charge of any kind whatsoever, together with any interest or penalty, addition to tax or additional amount imposed by any Governmental Entity; and (ii) any liability for the payment of amounts with respect to payments of a type described in clause (i) as a result of being a member of an affiliated, consolidated, combined or unitary group, or as a result of any obligation under a...

Parent Holdings means Riverside Assessments Holdings, LLC, a Delaware limited liability company.

Parent Holdings means CMP Susquehanna Holdings Corp., a Delaware corporation and the parent company of Holdings.

Parent Holdings means Prime Security Services Holdings LLC, a Delaware limited liability company;

Parent Holdings means Access Digital Cinema Phase 2, Corp., a Delaware corporation.