Purchaser Related Person definition

Purchaser Related Person means any Person controlled by Purchaser. For purposes of the foregoing, “control” means the power to direct the management and policies of a Person, directly or indirectly, whether through the ownership of voting securities, by contract or credit agreement, as director, trustee, partner, or executor or otherwise.
Purchaser Related Person has the meaning given in Section 4.7.
Purchaser Related Person has the meaning set out in Section 7.2(a). (ggggg) “R&W Insurance Policy” means that certain buyer-side representation and warranty insurance policy having been obtained and paid for by the Purchaser and effective as of the date of this Agreement, in respect of the representations and warranties contained in this Agreement or in any certificate or other instrument contemplated by or delivered in connection with this Agreement, a copy of which is attached as Schedule 1.1(ggggg). (hhhhh) “Refund” has the meaning set out in Section 6.3(f). (iiiii) “Registered Intellectual Property” has the meaning set out in Section 3.2(w)(i). (jjjjj) “Release” means any release, spill, emission, leaking, pumping, pouring, emptying, escape, injection, deposit, disposal, discharge, dispersal, dumping, leaching or migration in the environment, including the movement through or in the atmosphere, soil surface water, ground water, sewer systems or other environmental media. (kkkkk) “Restricted Cash” means cash held in escrow or as a security or other deposit, held for or on behalf of any Person, deposited with any Person, or if usage of, or access to, cash is restricted by applicable Law, Contract, or otherwise, and/or if such cash is restricted in any manner whatsoever, then including the amount of the fees, costs, expenses, interest, penalties, reductions, withholdings, and/or Taxes or other levies imposed on, and/or related to, removing any restrictions and/or limitations on the use, or repatriation, of such cash. (lllll) “Restrictive Covenants” has the meaning set out in Section 6.3(g). (mmmmm) “Retention Agreements” means collectively all of the agreements entered into between Ingénia, on the one hand, and each individual listed in Schedule 5, on the other hand, in connection with the granting of the Retention Bonuses. (nnnnn) “Retention Bonuses” means collectively all of the amounts owed to the respective Employees as described in Schedule 5, including the retention bonuses payable under the Retention Agreements. (ooooo) “Retention Bonuses Tax Deduction” means the product equal to 1.0426 multiplied by (1-0.265). (ppppp) “Sanctioned Country” means any country or region that is the target of economic or trade sanctions, regulations, embargoes or restrictive measures under Sanctions Laws. (qqqqq) “Sanctioned Person” means any Person that is the target of sanctions or restrictions under Sanctions Laws. (rrrrr) “Sanctions Laws” means the economic or trade sanctions Laws, embargo...

Examples of Purchaser Related Person in a sentence

  • The assets of the Purchaser do not include any receivable or other obligation from a Purchaser Related Person, and the liabilities of the Purchaser do not include any payable or other obligation or commitment to any Purchaser Related Person.

  • These swaps are considered derivatives, but are not designated in hedging relationships.

  • Purchaser and each of the Purchaser Related Persons are in good standing in each of the jurisdictions in which Purchaser or any Purchaser Related Person owns or operates gaming facilities.

  • As of the date of this Agreement, (a) there is no material Proceeding pending or, to the Knowledge of Purchaser, threatened against Purchaser or any Purchaser Related Person and (b) to the Knowledge of Purchaser, none of Purchaser or any Purchaser Related Person is a party to any Judgment of or settlement agreement with a Governmental Entity that, in the case of clauses (a) and (b) above, individually or in the aggregate, has had or would reasonably be expected to have a Purchaser Material Adverse Effect.

  • Seller acknowledges that neither the Purchaser nor any Purchaser Related Person has any obligation to disclose to Seller any such material or potentially material information.

  • Seller also represents and agrees that it is not relying upon any disclosure (or non-disclosure) made (or not made) by Purchasers or any other Purchaser Related Person in connection with its sale of the Shares.

  • For the avoidance of doubt, to the extent this Purchase Plan requires Purchaser or any Purchaser Related Person to comply with the internal policies or procedures of the Issuer, Purchaser acknowledges and agrees that JPMS may rely solely on Purchaser’s execution of this Purchase Plan and has no duty to inquire independently as to Purchaser’s or any Purchaser Related Person’s compliance with such Issuer policies or procedures.

  • At the time of Purchaser’s execution of this Purchase Plan, neither Purchaser nor any Purchaser Related Person has entered into or altered a corresponding or hedging transaction with respect to the Total Plan Shares.

  • If the Company or any Company Related Person breaches its obligations under any Transaction Document, then, in addition to any other liabilities the Company may have under any Transaction Document or applicable law, the Company shall pay or reimburse the Purchaser or Purchaser Related Person on demand for all costs of collection and enforcement (including reasonable attorneys' fees and expenses).

  • Neither Purchaser, Merger Sub, nor any Purchaser Related Person is a “bad actor” within the meaning of Rule 506(d) promulgated under the Act.


More Definitions of Purchaser Related Person

Purchaser Related Person means a person or entity, that, with respect to Purchaser, is covered by the “Bad Actor disqualificationprovision of Rule 506(d) of the Securities Act.
Purchaser Related Person means (i) any affiliate of Purchaser, CMI or CMB or (ii) any direct or indirect shareholder of Purchaser, CMI or CMB (including, for the avoidance of doubt, BGB, HGB and any other shareholder of Purchaser, CMI, CMB, BGB or HGB holding shares that are (x) not fully paid or are assessable, (y) non-voting or (z) otherwise limited in their rights and privileges).

Related to Purchaser Related Person

  • Purchaser Related Parties has the meaning specified in Section 6.1.

  • Seller Related Party means Seller and its officers, directors, employees, controlling persons, agents and representatives and their respective successors and assigns.

  • Lender-Related Person means, with respect to any Lender, such Lender, together with such Lender’s Affiliates, officers, directors, employees, attorneys, and agents.

  • Seller Related Parties means Seller and its Affiliates, and their respective fiduciaries, shareholders, equity holders, members, managers, partners, directors, divisions, officers, managers, executives, employees, independent contractors, freelancers, consultants and other Representatives, and the successors and assigns of each of them.

  • Agent-Related Person has the meaning assigned to it in Section 9.03(d).

  • Unrelated Person means any Person other than (i) a Subsidiary of Borrower or (ii) an employee stock ownership plan or other employee benefit plan covering the employees of Borrower and its Subsidiaries.

  • Parent Related Party means Parent, Merger Sub, the Lender (as defined below), or any of their respective former, current and future general or limited partners, shareholders, financing sources, managers, members, agents, directors, officers, employees or Affiliates (excluding any Company Related Party).

  • Rule 506(d) Related Party means, with respect to any Person, any other Person that is a beneficial owner of such first Person’s securities for purposes of Rule 506(d) under the Securities Act.

  • Company Related Party means the Company and its Subsidiaries and any of their respective former, current and future officers, employees, directors, partners, shareholders, management members or Affiliates (excluding any Parent Related Party).

  • Agent-Related Persons means Agent, together with its Affiliates, officers, directors, employees, attorneys, and agents.

  • Designated Person means a person or entity:

  • Company Related Parties means, collectively, the Company and the Company Subsidiaries and any of their respective former, current or future stockholders, managers, members, directors, officers, employees, agents, advisors, other representatives or successors or assignees of any of the foregoing.

  • Parent Related Parties means each of Parent, Merger Sub, any of their respective former, current or future equityholders, controlling Persons, limited or general partners, managers, members, Affiliates, directors, officers, employees, agents, attorneys, stockholders, assignees or Representatives.

  • regulated person means a person whose collection activities are confined and are directly related to the operation of a business other than that of a collection agency including any of the following:

  • Nominated Person means a person who is a member, or a member and Officer, of the Association

  • Obligated Person means any person, including the Issuer, who is either generally or through an enterprise, fund, or account of such person committed by contract or other arrangement to support payment of all, or part of the obligations on the Bonds (other than providers of municipal bond insurance, letters of credit, or other liquidity facilities), as shown on Exhibit A.

  • Related Person means, with respect to any specified Person, such Person’s Affiliates, and the respective officers, directors, employees, agents, advisors and attorneys-in-fact of such Person and its Affiliates.

  • Purchaser Affiliate means any affiliate of the Purchaser, including a transferee who is an affiliate of the Purchaser, and any person who controls the Purchaser or any affiliate of the Purchaser within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act; and

  • Related Persons means, with respect to any Person, each Affiliate of such Person and each director, officer, employee, agent, trustee, representative, attorney, accountant and each insurance, environmental, legal, financial and other advisor and other consultants and agents of or to such Person or any of its Affiliates.

  • Associated Persons means the directors, employees (whether full-time, part-time or casual), Related Bodies Corporate, agents, contractors, advisors and owners of Tabcorp and the Venue Operator, respectively, (as is applicable).

  • affiliated person promoter" and "principal underwriter" as used in the preceding sentence shall have the meanings assigned to each such term in the Investment Company Act of 1940, as amended.

  • Purchaser Representative means any person who satisfies all of the following conditions or who the issuer reasonably believes satisfies all of the following conditions:

  • Contractor Related Parties means any affliates of the Contractor and the Contractor's executive officers, Pennsylvania officers and directors, or owners of 5 percent or more interest in the Contractor.

  • Interested Person and “Principal Underwriter” shall have the meanings given them in the 1940 Act.

  • Designated Persons means a person or entity (a) listed in the annex to, or otherwise subject to the provisions of, any Executive Order; (b) named as a “Specially Designated National and Blocked Person” (“SDN”) on the most current list published by OFAC at its official website or any replacement website or other replacement official publication of such list (the “SDN List”) or is otherwise the subject of any Sanctions Laws and Regulations; (c) in which an entity or person on the SDN List has 50% or greater ownership interest or that is otherwise controlled by an SDN.

  • Local Authority Associated Person means any person associated (within the meaning given in section 69(5) of the Local Government and Housing Act 1989) with any local authority by which the Academy Trust is influenced;