Transferring Subsidiaries definition

Transferring Subsidiaries is defined in the Subsidiary Sale Agreement.
Sample 1Sample 2Sample 3
Transferring Subsidiaries means MxXxx’x, Inc., Saks Distribution Centers, Inc. and McRIL, LLC.
Sample 1
Transferring Subsidiaries means Valley Baptist Wellness Center, LLC, VBOA ASC GP, LLC, VB Brownsville IMP ASC, LLC, VBIC, VBRC II, Valley Baptist Lab Services, LLC, and VB Brownsville LTACH, LLC;
Sample 1

Examples of Transferring Subsidiaries in a sentence

  • Except for the Non-Debtor Subsidiaries, all of the Asset Transferring Subsidiaries and Intermediate Subsidiaries are Debtors.

  • The Asset Transferring Subsidiaries are the only Subsidiaries of Seller that have any right, title or other interest in or to the Assets of Seller and its Affiliates (other than the Transferred Joint Venture Entities) that are Related to the Acquired Business.

  • The Asset Transferring Subsidiaries are the only Subsidiaries of Seller that have any right, title or other interest in or to the Assets of Seller and its Affiliates that are Related to the Acquired Business.

  • Schedule 4.18(e) sets forth a list of the position of each Key Employee who is party to a retention agreement (which shall not involve payments by Buyer, the Companies or the Transferring Subsidiaries to any such Key Employee following the Closing) and the amount to which such Key Employee is entitled under such retention agreement.

  • In addition, Seller will assign to Buyer at the Closing all those “shrink-wrap” licenses or “click-through” agreements that are assignable without the consent of the licensor or other party thereto with respect to software pre-installed in the ordinary course of business as a standard part of hardware, equipment or fixtures that are owned by the Companies or the Transferring Subsidiaries immediately after the Cut-Off Date.

  • Buyer will cause the Companies and the Transferring Subsidiaries to continue the employment effective immediately after the Cut-Off Date of all Business Employees, including each such employee on medical, disability, family or other leave of absence as of the Effective Time.

  • Following the Effective Time, neither Seller and its Affiliates (other than the Companies and the Transferring Subsidiaries), on the one hand, nor the Companies and the Transferring Subsidiaries, on the other hand, shall have any obligation or liability to the other with respect to the Intercompany Agreements.

  • None of Seller or its Affiliates (including the Companies and the Transferring Subsidiaries) has granted any Encumbrance in respect of its leasehold interest in the Leased Real Estate, except for any Permitted Real Property Exceptions.

  • The Business Employees who are employees of the Companies and the Transferring Subsidiaries immediately following the Cut-Off Date are referred to as “Retained Employees.” Nothing in this Section 7.3(a) shall obligate Buyer or the Companies and the Transferring Subsidiaries to continue the employment of any such Retained Employee for any specific period (it being understood that Buyer, the Companies and the Transferring Subsidiaries shall be obligated to pay severance benefits pursuant to Section 7.3(d)).

  • Following the Cut-Off Date, without recourse to Seller or any of its Affiliates (other than the Companies and the Transferring Subsidiaries), Buyer shall manage and honor, in accordance with their respective terms, all gift certificates, gift cards, merchandise vouchers, coupons and refunds purchased, issued or earned in connection with the Business on or before the Cut-Off Date.


More Definitions of Transferring Subsidiaries

Transferring Subsidiaries refers to Danka Canada I, Danka Canada II, Danka Belgium, Danka Denmark, Danka France, Danka Germany, Danka Italy, Danka Netherlands, Danka Sweden, Danka Norway, Danka UK and Danka US.
Sample 1

Related to Transferring Subsidiaries

  • Transferred Entities means the entities set forth on Schedule 1.5.

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

  • Participating Subsidiaries means the Subsidiaries that have been designated as eligible to participate in the Plan, and such other Subsidiaries that may be designated by the Committee from time to time in its sole discretion.

  • Retained Subsidiaries means all of the direct and indirect Subsidiaries of Seller other than the Purchased Subsidiaries.

  • 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.

  • 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.

  • Spinco Subsidiaries means all direct and indirect Subsidiaries of SpinCo, after giving effect to the Reorganization.

  • JV Subsidiary any Subsidiary of a Group Member which is not a Wholly Owned Subsidiary and as to which the business and management thereof is jointly controlled by the holders of the Capital Stock therein pursuant to customary joint venture arrangements.

  • Subsidiaries means any corporation or other organization, whether incorporated or unincorporated, in which the Company owns, directly or indirectly, any equity or other ownership interest.

  • Transferring Member has the meaning set forth in Section 9.4.

  • Transferring Stockholder has the meaning assigned to such term in Section 3.4(a).

  • Principal Subsidiaries means any subsidiary of the Guarantor whose total assets, as shown by the accounts of such subsidiary (consolidated in the case of a subsidiary which itself has subsidiaries), based upon which the latest audited consolidated accounts of the Group have been prepared, is at least 20 per cent. of the total assets of the Group as shown by such audited consolidated accounts, provided that if any such subsidiary (the “transferor”) shall at any time transfer the whole or a substantial part of its business, undertaking or assets to another subsidiary of the Guarantor or to the Guarantor itself (the “transferee”) then:

  • Canadian Subsidiaries means the Subsidiaries organized under the laws of Canada or any province, territory or other political subdivision thereof.

  • Acquired Subsidiaries means Subsidiaries of the Failed Bank acquired pursuant to Section 3.1.

  • Group Business Entity means;

  • Operating Subsidiary means a majority-owned subsidiary of a financial

  • Restricted Group means, collectively the Company, its subsidiaries, the members of the Sponsor Group and their respective Affiliates.

  • Subject Company shall have the meaning set forth in Section 6.10(a).

  • Acquired Entities means the Company and each of its Subsidiaries, collectively.

  • Parent Subsidiaries means the Subsidiaries of Parent.

  • Minority group member means a United States citizen or permanent resident alien who is and can demonstrate membership in one of the following groups:

  • JV Entity means any joint venture of the Borrower or any Restricted Subsidiary that is not a Subsidiary.

  • Transferring Shareholder has the meaning set out in Section 6.1; and

  • U.S. Subsidiaries means all such Subsidiaries.

  • Partnership Group Member means any member of the Partnership Group.

  • Inactive Subsidiaries means those Subsidiaries of the Borrower listed on Schedule 1.01.