Purchaser Releasee definition

Purchaser Releasee has the meaning set out in Section 7.19;
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Purchaser Releasee shall have the meaning set forth in Section 10.16.
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Purchaser Releasee is defined in Section 5.17(b).
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Examples of Purchaser Releasee in a sentence

  • Each Seller Releasor covenants and agrees not to, and agrees to cause its respective Affiliates and Subsidiaries not to, assert any claim released hereby against any Purchaser Releasee.

  • Seller covenants and agrees that no Seller Releasor shall, nor shall any Seller Releasor cause its respective Affiliates and Subsidiaries to, assert any claim against any Purchaser Releasee.

  • Purchaser shall, and shall cause its Group, including the Subsidiaries to, refrain from, directly or indirectly, asserting any claim or demand, or commencing, instituting, or causing to be commenced any legal proceeding of any kind against a Purchaser Releasee based upon any Released Matter.

  • Each Purchaser Releasee to whom this Section 7.19 applies shall be a third party beneficiary of this Section 7.19.

  • The Seller shall, and shall cause its Affiliates to, refrain from, directly or indirectly, asserting any claim or demand, or commencing, instituting or causing to be commenced any legal proceeding, of any kind against a Purchaser Releasee based upon any matter released pursuant to this Section 9.1(b).

  • The Parent shall, and shall cause each of its Affiliates to, refrain from, directly or indirectly, asserting any claim or demand, or commencing, instituting or causing to be commenced any legal proceeding, of any kind against a Purchaser Releasee based upon any matter released pursuant to this Section 12.8(b).

  • The Sellers, the Sellers’ Representative, and their respective Affiliates shall refrain from, directly or indirectly, asserting any claim or demand, or commencing, instituting or causing to be commenced any legal proceeding, of any kind against a Purchaser Releasee based upon any matter released pursuant to this Section 11.3(b).

  • Purchaser covenants and agrees that no Purchaser Releasor shall, nor shall any Purchaser Releasor cause its respective Affiliates and Subsidiaries to, assert any Purchaser Released Claim against any Purchaser Releasee.

  • Each Seller Releasor agrees not to, and agrees to cause its respective Affiliates and Subsidiaries not to, assert any claim against any Purchaser Releasee.

  • Each Seller Releasor agrees not to, and agrees to cause its respective Affiliates and Subsidiaries not to, assert any such claim against any Purchaser Releasee.


More Definitions of Purchaser Releasee

Purchaser Releasee or “Purchaser Releasees” has the meaning specified in Section 10.17.
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Purchaser Releasee shall have the meaning given to it in Section 9.14(b). “Purchaser Releasor” shall have the meaning given to it in Section 9.14(c). “Purchaser Return” shall have the meaning given to it in Section 6.19(a). “Purchaser’s Proposed Calculations” shall have the meaning given to it in Section 2.3(a). “Québec Pension Plan” means the means the Act respecting the Québec Pension Plan, CQLR c R-9, and the regulations promulgated thereunder. “R&W Insurance Policy” shall have the meaning given to it in Section 6.16. “Real Property Leases” shall have the meaning given to it in Section 4.16(b). “Recovery Costs” shall have the meaning given to it in Section 8.2(c). “Refund” shall mean any refund of Taxes (and any interest attributable thereto), including any reduction in Taxes otherwise payable by means of a credit, offset or otherwise. “Reimbursable Expenses” shall have the meaning given to it in Section 6.18(c). “Related Transactions” shall have the meaning given to it in Section 6.9. “Release” means any release, spill, emission, leaking, pumping, injection, deposit, disposal, discharge, dispersal, leaching or migration at, into or onto the environment, including movement or migration through or in the environment, or any release, emission or discharge as those terms are defined in any applicable Environmental Law. “Representatives” of any Person means such Person’s Affiliates and its and their directors, managers, officers, principals, partners, members, employees, agents, attorneys, accountants, consultants, advisors or other authorized representatives. “Required Regulatory Approvals” shall have the meaning given to it in Section 7.1(b). 21
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Purchaser Releasee has the meaning set forth in Section 9.7. “Purchaser Releasors” has the meaning set forth in Section 9.7. “R&W Insurance Policy” means the “buyer’s” representations and warranties insurance policy from the R&W Provider, bound as of the date of this Agreement, in substantially the form attached hereto as Exhibit F. “R&W Provider” means Ethos Specialty Insurance Services LLC. “Real Property Leases” has the meaning set forth in Section 4.10(b). “Rebates” means all rebates due to the Seller and/or the Company from their respective vendors with respect to any period prior to the Closing. “Remaining Inventory” has the meaning set forth in Section 9.3(b)(ii). “Representative” means, with respect to any Person, such Person’s Affiliates and its and their respective equityholders, managers, directors, officers, employees, consultants, financial advisors, legal counsel, accountants and other agents. “Restricted Cash” means any Cash (i) the use of which is restricted by Law or Contract, including the Security Deposits Amount and any other deposits with third parties, (ii) that are insurance proceeds in respect of a condemnation, casualty, loss or other material damage to any of the assets of the Business prior to the Closing Date that have not been used to repair or replace such condemned or damaged property as permitted or required pursuant to the terms hereof, (iii) that are held by the Company that cannot be repatriated to the United States, and (iv) equal to the withholding or other Taxes that would be imposed on the repatriation to the United States of any Cash held by the Company. 77
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Related to Purchaser Releasee

  • Seller Released Parties has the meaning ascribed to such term in Section 5.6(a).

  • Purchaser Parties means, collectively, the Purchasers and any of their respective former, current or future directors, officers, employees, agents, general or limited partners, managers, members, stockholders, Affiliates or assignees or any former, current or future director, officer, employee, agent, general or limited partner, manager, member, stockholder, Affiliate or assignee of any of the foregoing.

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

  • Plaintiffs’ Releasees means Plaintiffs, and any and all of their related parties, including, without limitation, any and all members of their immediate families, agents or other persons acting on their behalf, attorneys, advisors, financial advisors, accountants, assigns, creditors, heirs, estates and legal representatives.

  • Defendants’ Releasees means Defendants and their current and former parents, affiliates, subsidiaries, officers, directors, agents, successors, predecessors, assigns, assignees, partnerships, partners, trustees, trusts, employees, Immediate Family Members, insurers, reinsurers, and attorneys.

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

  • Company Released Parties means the Company and any of its past or present employees, agents, insurers, attorneys, administrators, officials, directors, shareholders, divisions, parents, members, subsidiaries, affiliates, predecessors, successors, employee benefit plans, and the sponsors, fiduciaries, or administrators of the Company’s employee benefit plans.

  • Releasee or “Releasees” shall refer to you and to the Company and each of the Company’s owners, stockholders, predecessors, successors, assigns, agents, directors, officers, employees, representatives, attorneys, advisors, parent companies, divisions, subsidiaries, affiliates (and agents, directors, officers, employees, representatives, attorneys and advisors of such parent companies, divisions, subsidiaries and affiliates) and all persons acting by, through, under or in concert with any of them.

  • Selling Parties shall have the meaning specified in the preamble.

  • Seller Indemnified Persons has the meaning set forth in Section 8.3.

  • Buyer Indemnified Parties has the meaning set forth in Section 8.2.

  • Purchaser/ User means ultimate recipient of goods and services

  • Purchaser means the organization purchasing the goods.

  • Buyer Indemnified Persons has the meaning set forth in Section 8.2.

  • Buyer Parties has the meaning set forth in the Preamble.

  • Seller Indemnified Parties has the meaning set forth in Section 8.1.

  • Buyer Group has the meaning set forth in Section 15.1.

  • Purchaser Indemnified Parties has the meaning set forth in Section 8.2.

  • Purchaser Indemnified Persons has the meaning specified in Section 11.01(a).

  • Buyer Indemnified Party has the meaning set forth in Section 8.2.

  • Purchaser Indemnified Person is defined in Section 5.1 of the Sale Agreement.

  • Seller Indemnified Party has the meaning set forth in Section 7.2.

  • of a specified Person means a person who directly or indirectly through one or more intermediaries controls, is controlled by, or is under common control with, such specified person;

  • Buyer has the meaning set forth in the preamble.

  • 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.

  • Purchaser Indemnified Party shall have the meaning set forth in Section 9.1(a).