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

  • The Transferor Entities will cease to exist on the day on which, in pursuance of a request made by or on behalf of Bank of Scotland, the registrar of companies strikes the Transferor Entities off the register.

  • The Companies, the Asset Transferor Entities and Sellers have all Applicable Permits necessary to conduct the Business as currently conducted, other than those the absence of which would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

  • Each Seller has the requisite corporate power and authority to execute and deliver this Agreement and the other agreements contemplated hereby, and, except as set forth in Section 4.1(b) of the Disclosure Schedule, Sellers, the Asset Transferor Entities and the Share Transferor Entities have all requisite corporate power and authority to consummate the transactions contemplated hereby and thereby.

  • The outside-in approach follows the recommendations of scholars such as Keukeleire and Lecocq (2018) to use non-European sources to achieve a better understanding of the EU’s international role.

  • As soon as reasonably practicable after the Closing, but in no event later than 180 days, Buyer shall arrange to have the Assets held by the Asset Transferor Entities set forth in Section 7.7 of the Disclosure Schedule removed from the premises of the Asset Transferor Entities holding such Assets, and the legal ownership transferred to Buyer at Buyer's sole cost.

  • 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.

  • In addition, the existing undertakings at that time, including all assets and liabilities, of Capital Bank plc, Halifax and HBOSTS (the “Transferor Entities”) were transferred to Bank of Scotland, at which point Bank of Scotland assumed any obligations relating to the Transferor Entities.

  • 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.

  • 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.

  • Except as set forth on Schedule 4.10(a), and except for matters relating to Taxes (as to which no representation or warranty is made except as set forth in Section 4.6), there is no material civil, criminal or administrative action, suit, hearing, proceeding or investigation pending or, to the knowledge of Seller, threatened by or against Suplementos Solgar, the Asset Transferor Entities or Seller (to the extent related to the conduct of the Business).

Related to Transferor Entities

  • Transferor Company means a company that conveys an interest in shares.

  • 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 Brookfield Renewable Energy L.P., 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 (i) WHR Holdings, LLC, Esquisto Holdings, LLC, WHE AcqCo Holdings, LLC, WildHorse Investment Holdings, LLC, Esquisto Investment Holdings, LLC, NGP IX Holdings, L.P., NGP X US Holdings, L.P., NGP XI Holdings, L.P., and CP VI Eagle Holdings, L.P. and (ii) any of their respective Affiliates and any investment fund or other Person advised or managed by any Sponsor Entity, in each case, which owns or owned a direct or indirect interest in the Company; provided, however, that neither the Company nor any of its subsidiaries shall be considered Sponsor Entities hereunder.

  • 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 Preamble.

  • 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 Parent and Merger Sub.

  • 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 Letter As defined in Section 5.03(n).

  • 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.

  • 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.

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

  • Contributed Interests has the meaning set forth in the recitals to this Agreement.

  • 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.

  • Parent Subsidiaries means the Subsidiaries of Parent.