US Sale definition

US Sale has the meaning set forth in Section 2.1(a).
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US Sale means a sale of all or substantially all the assets and undertaking of the US Group or a sale of all the Marketable Securities in Sizzler USA, Inc., or any of its holding companies (including the US Borrower or USHoldco);
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US Sale shall have the meaning set forth in Section 1.1(a).
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Examples of US Sale in a sentence

  • Subject to the entry of the U.S. Sale Order and the Canadian Approval and Vesting Order, each Party waives compliance by the other Party with any applicable bulk sales Law.

  • This Agreement has been duly executed and delivered by the Company and each Seller Subsidiary and, subject only to the entry of the Bid Procedures Order, US Sale Order, Cayman Sale Order and applicable provisions of the Bankruptcy Code, will constitute a valid and legally binding obligation of the Company and each respective Seller Subsidiary, enforceable against the Company and each Seller Subsidiary in accordance with its terms, subject to the Bankruptcy and Equity Exceptions.

  • Except where the context otherwise requires, any reference to the name "Alumax" as part of the corporate name of any U.S. Sale Company shall be deemed to refer to "Amerimax" and any such reference as part of the corporate name of any European Sale Company shall be deemed to refer to "Euramax" in (i) the Purchase Agreement and the Exhibits and Schedules thereto and (ii) the Letter Agreements.

  • Section 7.6(a) of the Purchase Agreement is hereby amended by deleting the words “all Sale Bonuses” and replacing them with “the UK Sale Bonus and all US Sale Bonuses”.

  • Vendor shall use the Offset Amount to pay fees and/or expenses of the US Sale Agent payable pursuant to the US Sale Agent’s engagement letter with the Receiver dated as of February 6, 2020.

  • To the extent any portion of the Offset Amount is not used to pay the US Sale Agent, Vendor shall immediately deliver such unused portion to Purchaser.

  • The US Sale Shares represent 100% of the total issued share capital of the US Target.

  • As For training, interviewee CF1 thought that our introduction was enough and that there was not anything that was missing.

  • To the extent that assumption and assignment of any Assumed and Assigned Contract (other than a 365 Customer Contract or 365 SI/SP Contract) entails the payment of any Cure Cost, the Purchaser shall directly pay or otherwise provide for payment of such Cure Cost as required by the U.S. Bankruptcy Code and provided in the U.S. Sale Order and such payment shall not entitle the Purchaser to any adjustment to the Purchase Price.

  • Within twenty (20) Business Days following (A) the achievement of the First U.S. Sale and (B) Buyer’s receipt of an invoice from the Seller Representative in respect thereof, Buyer shall pay to the Seller Representative, for the benefit of the Sellers, a one-time cash payment of an amount equal to $12,500,000.

Related to US Sale

  • Retail transaction means the purchase of prepaid wireless telecommunications service from a seller for any purpose other than resale.

  • Bill xx Sale means a bill xx sale substantially in the form attached hereto as Exhibit B.

  • Sale Transaction has the meaning set forth in Section 3(a).

  • Casual sale means an isolated or occasional sale of an item of tangible personal property or a specified digital product by a person who is not regularly engaged in the business of making retail sales of such property or product where the item of tangible personal property or the specified digital product was obtained by the person making the sale, through purchase or otherwise, for the person's own use.

  • Specified Asset Sale has the meaning specified in Section 2.05(b)(vi).

  • Qualifying Transaction means a transaction where a CPC acquires Significant Assets, other than cash, by way of purchase, amalgamation, merger or arrangement with another Company or by other means.

  • Third Party Sale means any sale for resale in interstate commerce to a Power Purchaser that is not designated as part of Network Load under the Network Integration Transmission Service but not including a sale of energy through the PJM Interchange Energy Market established under the PJM Operating Agreement.

  • Delivery sale means any sale of a vapor product to a

  • Company Sale means a transaction with a third Person that is not an Affiliate of the Company or group of third Persons that, acting in concert, do not collectively constitute Affiliates of the Company, pursuant to which such Person or Persons acquire, in any single transaction or series of related transactions, (i) all of the outstanding Equity Securities of the Company, (ii) all or substantially all of the assets of the Company and its Subsidiaries or (iii) Equity Securities of the Company authorized and issued following the Effective Date and possessing the power to elect or appoint a majority of the Board of Managers (or any similar governing body of any surviving or resulting Person).

  • Specified Disposition means any disposition of all or substantially all of the assets or Equity Interests of any Subsidiary of the Borrower or any division, business unit, product line or line of business.

  • Retail sale or a "sale at retail" means a sale to any person for any purpose other than for resale in

  • Qualified disposition means a Disposition or a series of related Dispositions in which the consideration received by the Credit Parties is equal to or greater than $50,000,000.

  • Drag-Along Transaction has the meaning set forth in Section 4(d)(i) of the Stockholder Agreement.

  • Permitted Sale means those sales, transfers or assignments permitted by the Credit Agreement.

  • Retail installment sale means every sale of one or more motor vehicles to a buyer for his use and

  • Optional Sale has the meaning assigned to that term in Section 2.07(c).

  • Drag-Along Sale has the meaning set forth in Section 3.03(a).

  • Stock Sale means a transaction or series of related transactions in which a Person, or a group of related Persons, acquires from stockholders of the Company shares representing more than fifty percent (50%) of the outstanding voting power of the Company.

  • Initial Sale is defined in the recitals of this Agreement.

  • Non-exempt sale means any sale or transfer of ownership other than the transfer of ownership between husband and wife; the transfer of ownership between former spouses ordered as a result of a judicial decree of divorce or judicial separation, but not including sales to third parties; the transfer of ownership between family members as a result of inheritance; the transfer of ownership through an executor’s deed to a class A beneficiary and the transfer of ownership by court order.

  • Purchase or Sale of a Security means obtaining or disposing of "Beneficial Ownership" of that Security and includes, among other things, the writing of an option to purchase or sell a Security.

  • First sale means and include the first sale or distribution of cigarettes in intrastate commerce, or the first use or consumption of cigarettes within this state.

  • Open Market Sale Agreement is a service mark of Xxxxxxxxx LLC

  • Foreign Disposition has the meaning set forth in Section 2.05(b)(xi).

  • For Sale or "For Rent" signs on the Leased Premises. Lessor and Lessor's representatives shall at all times while upon or about the Leased Premises observe and comply with Lessee's reasonable health and safety rules, regulations, policies and procedures. Lessor agrees to indemnify and hold Lessee, its successors, assigns, agents and employees from and against any liability, claims, demands, cause of action, suits and other litigation or judgements of every kind and character, including injury to or death of any person or persons, or trespass to, or damage to, or loss or destruction of, any property, whether real or personal, to the extent resulting from the negligence or willful misconduct or Lessor or Lessor's representatives while upon or about the Leased Premises.

  • Date of sale means the date (normally shown on the instru- ment of conveyance or sale) that ownership of or title to real proper- ty, or control of the controlling interest in an entity that has a beneficial interest in real property, is delivered to the buyer/trans- feree in exchange for valuable consideration. In the case of a lease with option to purchase, the date of sale is the date when the pur- chase option is exercised and the property is transferred. "Date of sale," "date of transfer," "conveyance date," and "transaction date" all have the same meaning and may be used interchangeably in this chapter. The real estate excise tax is due on the date of sale.