SG Parent definition

SG Parent shall have the meaning specified in the preamble.
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SG Parent means Saint-Gobain Corporation.
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Examples of SG Parent in a sentence

  • Prior to the transfer by SG Parent of its Ownership Interest in SG Topco, SG Parent shall cause SG Topco to, and SG Topco shall pay in full the liabilities listed in Schedule 2.5, any liabilities resulting from any unauthorized business activities of SG Topco in accordance with Section 2.4 and any debt due and payable by SG Topco.

  • All the issued and outstanding Ownership Interests of SG Topco shall have been duly authorized, validly issued and fully paid and will be owned by SG Parent.

  • Notwithstanding anything herein to the contrary, the SG Members may at any time assign their rights hereunder to purchase Interests of the Ball Members to SG Parent or to a direct or indirect wholly owned Subsidiary of SG Parent; provided that the obligations of such other Subsidiary shall be guaranteed pursuant to the Parent Sideletter of such Parent.

  • SG Parent and SG Topco undertake to keep the Ownership Interests in SG Topco, as well as any and all assets of SG Topco, including its Ownership Interests in the Company and the Management Company, free and clear of all rights of pledges, liens, options or other encumbrances (other than as provided herein).

  • For purposes of appointing such arbitrators, SG Parent and its Affiliates shall constitute one party and OC Parent and its Affiliates shall constitute another party.

  • SG Parent and SG Topco undertake that the purpose of SG Topco as defined in its corporate charter will be limited to the holding and management of its Ownership Interests in the Company and the Management Company, and other related ancillary activities.

  • Subject to Section 3.4(d), SG Parent and SG Topco undertake to maintain the structure of ownership of SG Topco in accordance with Schedule 2.1.

  • The Unaffiliated Firm shall give both parties the opportunity to present their arguments in writing and shall make its determinations promptly by delivering to OC Topco and SG Parent its determination of the Exit Price, including the performance premium, if applicable, the Management Company Price and/or the Target Price, as applicable, within thirty (30) days after its commissioning by either party.

  • In addition, the Parties shall cause the Company and the Management Company to make available to OC Topco and SG Parent and their advisors and, upon reasonable request, to the Unaffiliated Firm, the books, records, documents and work papers underlying the preparation of the documents referred to in Section 3.4(a) and in the first sentence of Section 3.4(d).

  • If SG Parent shall seek indemnification pursuant to this Section 3.4(c), the terms of Section 11.03 of the Master Contribution Agreement shall apply (provided that any rights and obligations of SG Topco will be deemed rights and obligations of SG Parent).

Related to SG Parent

  • SAP Parent means SAP SE, a European Company (Societas Europaea, SE) established under the laws of Germany and the European Union, registered with the commercial register of the local court of Mannheim, Germany, under HRB 719915, with registered office in Walldorf, Germany, and business address at Dietmar-Hopp-Allee 16, 69190 Walldorf, Germany.

  • New Parent shall have the meaning assigned to such term in the definition of the term “Change in Control”.

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

  • Natural parent means a minor's biological or adoptive parent, and includes the minor's noncustodial parent.

  • lone parent means a person who has no partner and who is responsible for and a member of the same household as a child or young person;

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

  • Acquisition Sub shall have the meaning set forth in the Preamble.

  • Ultimate Parent means a Company, which owns not less than fifty-one percent (51%) equity either directly or indirectly in the Parent and Affiliates.

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

  • Acquisition Subsidiary shall have the meaning ascribed to it in the preamble hereto.

  • Birth parent means the child's biological parent and, for purposes of adoptive placement, means

  • Parent Parties means Parent and Merger Sub.

  • In loco parentis means relating to the responsibility to undertake the care and control of another person in the absence of:

  • Parent Holding Company means any direct or indirect parent entity of Holdings which holds directly or indirectly 100% of the Equity Interest of Holdings and which does not hold Capital Stock in any other Person (except for any other Parent Holding Company).

  • Merger Subsidiary has the meaning set forth in the preamble to this Agreement.

  • Common parent, as used in this provision, means that corporate entity that owns or controls an affiliated group

  • Merger Sub has the meaning set forth in the Preamble.

  • Parent Companies means, collectively, (i) Charter, (ii) Charter Holdings, (iii) Charter Communications Holding Company, LLC, a Delaware limited liability company, and (iv) CCH II.

  • MergerSub has the meaning set forth in the preamble hereto.

  • Ultimate Parent Company means a company which owns at least twenty six percent (26%) equity in the Bidding Company or Member of a Consortium, (as the case may be) and in the Technically Evaluated Entity and/or Financially Evaluated Entity (as the case may be) and such Bidding Company or Member of a Consortium, (as the case may be) and the Technically Evaluated Entity and/or Financially Evaluated Entity (as the case may be) shall be under the direct control or indirectly under the common control of such company;

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

  • MLP has the meaning given such term in the introduction to this Agreement.

  • Permitted Parent means (a) any Parent Entity that at the time it became a Parent Entity was a Permitted Holder pursuant to clauses (1), (2) and (3) of the definition thereof; provided that such Parent Entity was not formed in connection with, or in contemplation of, a transaction (other than the Transactions) that would otherwise constitute a Change in Control and (b) Holdings, so long as it is controlled by one or more Persons that are Permitted Holders pursuant to clause (1), (2), (3) or (4) of the definition thereof.

  • Constellation has the meaning assigned to that term in the Recitals.

  • Intermediate Parent means any Subsidiary of Holdings and of which the Borrower is a subsidiary.

  • Blocker means an employee engaged in one or more of the following operations in a Millinery Sector establishment: