Transferor Entities definition

Transferor Entities means the entities listed on Schedule 1.1(149).
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Examples of Transferor Entities in a sentence

  • Except as set forth in this Agreement, Transferor does not presently intend to take any action that would result in an Employment Loss by any employee of any of the Transferor Entities between the date of this Agreement and the Closing Date.

  • The Transferor Entities maintain reasonable policies and procedures to ensure that such entities have maintained accurate accounting of their respective assets, books and records and sufficient internal controls to prevent and detect violations of Anticorruption Laws.3.9 Litigation.

  • The Transferor Entities and the subsidiaries of Newco B.V. (the “Newco Subsidiaries”) will enter into the BSPAs immediately prior to the IAM Acquisition Closing.

  • The execution, delivery and performance of this Agreement, and the consummation of the transactions contemplated hereby, will not result in Buyer being bound by, or subject to, any non compete or other restriction on the operation or scope of its businesses.3.12 Transferor Entities and Transfer of Business.(a) Management Accounts.

  • The following fire upgrading is required pursuant to Clause 94 of the Environmental Planning and Assessment Regulation 2000: - The building is to be provided with smoke alarm system that complies with AS3786-1993: Smoke Alarms and the smoke alarms must be connected to the consumer mains electrical power supply and interconnected where there is more than one alarm with a stand-by (battery back-up) power supply.

  • The Stock Purchase Agreement provides that, prior to the IAM Acquisition Closing, we and GUSA will cause the Transferor Entities to operate the European IAM Business in the ordinary course and in material compliance with all applicable laws and regulations.

  • To Seller’s Knowledge, no Third Party is interfering with, infringing upon or misappropriating any Transferred IPR and no such claims have been made against a Third Party by Seller or the Transferor Entities.

  • No proceedings have been brought or threatened against any Person by Seller or the Transferor Entities alleging that a Person is infringing, misappropriating or otherwise violating or is engaged in the unauthorized use of, any Transferred IPR.(d) Protection of Confidential Information.

Related to Transferor Entities

  • Transferor Company means a public gas company.

  • Seller Entities means, collectively, Seller and all Seller Subsidiaries.

  • Buyer Entities means, collectively, Buyer and all Buyer Subsidiaries.

  • Transferors means the entities acting as Transferors under the Pooling and Servicing Agreement.

  • Holding Entities means the subsidiaries of the Infrastructure Partnership, from time to time, through which it indirectly holds all of the Partnership’s interests in the operating entities.

  • Participating Entities and “Participating Entity” are defined on the Coversheet.

  • Sponsor Entities means AP Talos Energy LLC, AP Talos Energy Debtco LLC, Apollo Management VII, L.P., AIF VII Management, LLC and its affiliates, Apollo Commodities Management, L.P. with respect to Series I, Apollo Commodities Management GP, LLC and its affiliates, Apollo Global Securities, LLC and its affiliates, Riverstone Talos Energy Equityco LLC, Riverstone Talos Energy Debtco LLC, REP Management Company V, LLC, Riverstone Equity Partners LP and Riverstone Holdings LLC and its affiliates.

  • Operating Partnership has the meaning set forth in the preamble.

  • Transferor Any Person who is disposing by Transfer of any Ownership Interest in a Certificate.

  • Contributors has the meaning set forth in the initial paragraph hereof.

  • Operating Entities means, from time to time, the Persons in which the Holding Entities, directly or indirectly, hold interests and that (i) directly hold real estate assets, or (ii) indirectly hold real estate assets but all of the interests of which are not held, directly or indirectly, by the Holding Entities, other than, in the case of each of (i) and (ii), any Person in which the Holding Entities, directly or indirectly, hold interests for investment purposes only of less than 5% of the outstanding equity securities of that Person;

  • Seller Subsidiaries means the subsidiary partnerships of the McNeil Partnerships listed on Annex G to this Agreement (the "Subsidiary Partnerships") and the subsidiary corporations listed on Annex F to this Agreement (the "Subsidiary Corporations") which hold GP Interests in certain of the Subsidiary Partnerships.

  • Parent Entities means, collectively, Parent and all Parent Subsidiaries.

  • Deemed Partnership Interest Value means, as of any date with respect to any class of Partnership Interests, the Deemed Value of the Partnership Interests of such class multiplied by the applicable Partner's Percentage Interest of such class.

  • Transferor Certificate As defined in Section 5.02(b).

  • Contributed Assets shall have the meaning as set forth in Section 2.2.

  • PJM Entities means PJM, including the Market Monitoring Unit, the PJM Board, and PJM’s officers, employees, representatives, advisors, contractors, and consultants. PJM Interchange:

  • Contributor means Licensor and any individual or Legal Entity on behalf of whom a Contribution has been received by Licensor and subsequently incorporated within the Work.

  • Transferee’s Principals shall include Transferee's (A) managing members, general partners or principal shareholders and (B) such other members, partners or shareholders which directly or indirectly shall own a 15% or greater interest in Transferee;

  • Transferred Subsidiaries shall have the meaning set forth in the Recitals.

  • Contributed Interests has the meaning set forth in the recitals.

  • Operating Subsidiaries means, collectively, the Corporation and HST, each a wholly-owned subsidiary of the Trust, and "Operating Subsidiary" means either of the Corporation or HST, as applicable.

  • Transferred Interests has the meaning set forth in the Recitals.

  • General Partnership Interest means a Partnership Interest held by the General Partner that is a general partnership interest.

  • Pledged Partnership Interests means all interests in any general partnership, limited partnership, limited liability partnership or other partnership including, without limitation, all partnership interests listed on Schedule 4.4(A) under the heading “Pledged Partnership Interests” (as such schedule may be amended or supplemented from time to time) and the certificates, if any, representing such partnership interests and any interest of such Grantor on the books and records of such partnership or on the books and records of any securities intermediary pertaining to such interest and all dividends, distributions, cash, warrants, rights, options, instruments, securities and other property or proceeds from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of such partnership interests.