Responsible Group definition

Responsible Group has the meaning set forth in Section 3.02(c).
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Responsible Group means the Selling Stockholders or the Selling Members of any Contributing Company or KBG with respect to whom the Holding Company exercises its rights of reimbursement and indemnification pursuant to the terms of this Agreement following the Closing (whether pursuant to the exercise of its rights to set-off against the Indemnity Escrow Shares or otherwise).
Sample 1
Responsible Group means the Selling Stockholders or the Selling Members of any Contributing Company or KBG with respect to whom the Holding Company exercises its rights of reimbursement and indemnification pursuant to the terms of this Agreement following the Closing (whether pursuant to the exercise of its rights to set-off against the Indemnity Escrow Shares or otherwise). "Rocky Mountain Group" shall mean and refer to Rocky Mountain I and Rocky Mountain II and their respective shareholders, and Xxxxxxx Car Wash and the Xxxxxxx Car Wash Members. A-118
Sample 1

Examples of Responsible Group in a sentence

  • It is the intent of the parties that the Holding Company shall treat all Selling Stockholders or Selling Members who are members of a Responsible Group equally with respect to the exercise by the Holding Company of its right of setoff against the Indemnity Escrow Shares attributable to such Responsible Group.

  • If the Holding Company and the Representative of the Responsible Group are unable to reach an agreement within such forty-five day period, the dispute or disagreement shall be referred to arbitration and arbitrated by a single arbiter, who shall be selected in accordance with the then current Commercial Arbitration Rules of the American Arbitration Association.

  • The Escrow Agent shall be instructed to promptly disburse the amount of the Contested Claim to the party entitled thereto (as determined by agreement of the Holding Company and the Representative of the Responsible Group or by arbitration) upon receipt of joint, written instructions from the Holding Company and the Representative of the Responsible Group to that effect or upon presentation of a certified copy of an order of an arbiter selected in accordance with the foregoing provisions.

  • Responsible Group: ESH-12 [Name redacted] has changed the target date on 10/18/1999 from: 09/30/1999 to: 10/01/2000 with the following justification: Formalization of the IDEP procedures requires discussions between the RPP manager, ESH-12 group leader, and the IDEP team leaders in ESH-12 to define the objectives and content of the LANL IDEP procedures.

  • Organization Name Signature & Date by Responsible Group Representative Your request to sponsor / hold the event described above is approved subject to the conditions attached / on reverse.

  • To the extent that any such claim is not disputed in writing by the Representative of the Responsible Group within such fifteen day period, such claim shall be deemed to have been accepted by such Responsible Group, and the Holding Company shall be entitled to set-off the entire amount of its claim against the Indemnity Escrow Shares attributable to such Responsible Group.

  • The Holding Company shall deliver written notice to the Representative of the Responsible Group of each claim for indemnification of Holding Company Indemnified Losses and Claims for which the Holding Company desires to exercise its right to set-off against the Indemnity Escrow Shares attributable to such Responsible Group, which notice shall describe in reasonable detail the basis for such set-off and the dollar amount of such set-off.

  • The Representative of the Responsible Group (acting on behalf of its Responsible Group) shall then have fifteen days (which period may be extended by mutual consent in writing) following receipt of such notice in which to accept or dispute each such claim, in whole or in part.

  • To this end, Holding Company agrees that all decisions to exercise the right of set off against Indemnity Escrow Shares attributable to any Responsible Group shall be made by the Board of Directors of Holding Company.

  • Where the Responsible Group does not wish to organise a selection meeting, the CSEPC shall appoint a CSMO.

Related to Responsible Group

  • Responsible Vendor means a vendor with adequate financial resources (or the ability to obtain such resources), who can comply with the delivery requirements, and who is a qualified and established firm regularly engaged in the type of business that provides the goods and/or services herein.

  • Responsible Company means, with respect to any Tax Return, the Company having responsibility for preparing and filing such Tax Return under this Agreement.

  • responsible Minister , in relation to a scheme, means the Minister to whom the administration of the relevant scheme Act is for the time being committed by the Governor;

  • Responsible Party means a public or private body or any other person which, alone or in conjunction with others, determines the purpose of and means for processing personal information, as defined in POPI.

  • Responsible Entity means Pendal Fund Services Limited ABN 13 161 249 332, AFSL 431426;

  • Responsible adult means a parent, guardian or other adult specifically authorized by law or authorized by a parent or guardian to have custody or control of a minor.

  • Responsible Parties means all Retailers and Customers, including Transmission Load Customers, Distribution Load Customers, DG Customers, MG Customers or agents of the foregoing;

  • Responsible Contractor means a Contractor that has the capability in all material respects to perform the specifications of the Contract. In determining whether a Contractor is a Responsible Contractor, the Agency may consider various factors including, but not limited to, the Contractor’s competence and qualifications to provide the goods or services requested, the Contractor’s integrity and reliability, the past performance of the Contractor and the best interest of the Agency and the State.

  • Responsible Person means any person other than the registered owner of an immovable property who is legally responsible for the payment of municipal service charges.

  • Responsible agency means a public agency, which proposes to carry out or approve a project, for which [a] Lead Agency is preparing or has prepared an EIR or Negative Declaration. For the purposes of CEQA, the term “responsible agency” includes all public agencies other than the Lead Agency, which have discretionary approval power over the project. (Section 15381)

  • Responsible public entity means a public entity that has the power to develop or operate the applicable qualifying project.

  • Responsible charge means direct control and personal supervision of engineering or surveying work.

  • Responsible Offeror means an Offeror who submits a responsive proposal and who has furnished, when required, information and data to prove that his financial resources, production or service facilities, personnel, service reputation and experience are adequate to make satisfactory delivery of the services, or items of tangible personal property described in the proposal.

  • Responsible Respondent means a Respondent that has the capability in all material respects to perform the scope of work and specifications of the Contract. In determining whether a Respondent is a Responsible Respondent, the Agency may consider various factors including, but not limited to, the Respondent’s competence and qualifications to provide the goods or services requested, the Respondent’s integrity and reliability, the past performance of the Respondent and the best interest of the Agency and the State.

  • Responsible Officers of the Trustee hereunder shall mean any vice president, any assistant vice president, any trust officer, any assistant trust officer or any other officer associated with the corporate trust department of the Trustee customarily performing functions similar to those performed by any of the above designated officers, and also means, with respect to a particular corporate trust matter, any other officer of the Trustee to whom such matter is referred because of such person’s knowledge of and familiarity with the particular subject and who shall have direct responsibility for the administration of this Indenture.

  • Responsible Authority means any of the following: -

  • Responsible Officer Certification means, with respect to the financial statements for which such certification is required, the certification of a Responsible Officer of the Borrower that such financial statements fairly present, in all material respects, in accordance with GAAP, the consolidated financial condition of the Borrower as at the dates indicated and its consolidated income and cash flows for the periods indicated, subject to changes resulting from audit and normal year-end adjustments.

  • Responsible administrative authority means, with respect to a structured settlement, any government authority vested by law with exclusive jurisdiction over the settled claim resolved by the structured settlement.

  • Responsible official means one of the following:

  • Responsible Employee means an Employee (including a contract, temporary, or leased Employee) of the Health FSA Component or of the Employer whose duties (1) require that the Employee have access to PHI for purposes of Payment or Health Care Operations; or (2) make it likely that the Employee will receive or have access to PHI. Persons designated as Responsible Employees are described in Section 10.03. A Responsible Employee shall also include any other Employee (other than a designated Responsible Employee) who creates or receives PHI on behalf of a Health FSA Component, even though the Employee’s duties do not (or are not expected to) include creating or receiving PHI. Responsible Employees are within the Employer’s HIPAA firewall when they perform Health FSA Component functions.

  • Responsible Officer means, when used with respect to the Trustee, any officer within the corporate trust department of the Trustee, including any vice president, assistant vice president, assistant secretary, assistant treasurer, trust officer or any other officer of the Trustee who customarily performs functions similar to those performed by the Persons who at the time shall be such officers, respectively, or to whom any corporate trust matter is referred because of such Person’s knowledge of and familiarity with the particular subject and who shall have direct responsibility for the administration of this Indenture.

  • Responsible Financial Officer means, with respect to any Person, the chief financial officer or treasurer of such Person or any other officer, partner or member having substantially the same authority and responsibility.

  • Responsible Bidder means a Bidder that has the capability in all respects to perform the requirements of the Contract. In determining whether a Bidder is a Responsible Bidder, the Agency may consider various factors including, but not limited to, the Bidder’s competence and qualifications to provide the goods or services requested, the Bidder’s integrity and reliability, the past performance of the Bidder relative to the quality of the goods or services offered by the Bidder and the best interest of the Agency and the State.

  • Responsible individual means an individual who is employed by a licensee and has principal managerial authority over the provision of money services by the licensee in this state.

  • Person responsible for the child s care” means (1) an individual functioning within the family unit and having responsibilities for the care of the child such as a parent, guardian, or other person having similar care responsibilities, or (2) an individual functioning outside the family unit and having responsibilities for the care of the child such as a teacher, school administrator, other school employees or agents, or other lawful custodian of a child having either full-time or short-term care responsibilities including, but not limited to, day care, babysitting whether paid or unpaid, counseling, teaching, and coaching.

  • Responsible means an entity that demonstrates their ability to perform satisfactorily under a Contract by meeting the applicable standards of responsibility outlined in OAR 580-061-0130.