Ventas Group definition

Ventas Group has the meaning ascribed thereto in the Separation Agreement.
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Ventas Group means Ventas and each Person that is a Subsidiary of Ventas (other than SpinCo and any other member of the SpinCo Group).
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Ventas Group means, individually or collectively, as the case may be, (a) Ventas and any of its Subsidiaries (including, for the avoidance of doubt, any such Subsidiary that is treated as a “disregarded entity” for U.S. federal Income Tax purposes (or for purposes of any state, local or foreign Tax law) immediately after the Effective Time (and giving effect to the Restructuring and the Distribution), (b) any Person that shall have merged or liquidated into Ventas or any such Subsidiary and (c) any predecessor or successor to any Person otherwise described in this definition.
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Examples of Ventas Group in a sentence

  • SpinCo shall be solely responsible for granting any equity-based compensation in respect of the service of SpinCo Group Employees with the Ventas Group or the SpinCo Group, prior to and following the Effective Time, respectively.

  • The parties recognize that legal and other professional services will be provided following the Effective Time, which services will be rendered solely for the benefit of the Ventas Group or the SpinCo Group, as the case may be.

  • In the event an insurance policy aggregate is exhausted, or believed likely to be exhausted, due to noticed claims, the SpinCo Group, on the one hand, and the Ventas Group, on the other hand, shall be responsible for their pro rata portion of the reinstatement premium, if any, based upon the losses of such Group submitted to Ventas’s insurance carrier(s) (including any submissions prior to the Effective Time).

  • SpinCo and each member of the SpinCo Group hereby waive compliance by each and every member of the Ventas Group with the requirements and provisions of any “bulk-sale” or “bulk-transfer” Laws of any jurisdiction that may otherwise be applicable with respect to the transfer or sale of any or all of the SpinCo Assets to any member of the SpinCo Group.

  • To the extent that the Ventas Group or the SpinCo Group is allocated more than its pro rata portion of such premium due to the timing of losses submitted to Ventas’s insurance carrier(s), the other party shall promptly pay the first party an amount so that each Group has been properly allocated its pro rata portion of the reinstatement premium.

  • The SpinCo Equity Plan shall be approved prior to the Effective Time by a member of the Ventas Group as SpinCo’s sole shareholder.

  • Ventas shall be solely responsible for all Liabilities in respect of all the costs of providing the Severance Benefits relating to the termination or alleged termination of employment of any Ventas Group Employee that occurs before, on, or after the Distribution Date.

  • If and when any such consent, substitution, approval, amendment or release shall be obtained or the Unreleased Ventas Liabilities shall otherwise become assignable or able to be novated, SpinCo shall promptly assign, or cause to be assigned, and Ventas or the applicable Ventas Group member shall assume, such Unreleased Ventas Liabilities without exchange of further consideration.

  • SpinCo shall not make, and shall not permit any other member of the SpinCo Group to make, any claim or demand, or commence any Action asserting any claim or demand, including any claim of contribution or any indemnification, against Ventas or any other member of the Ventas Group, or any other Person released pursuant to Section 4.1(a), with respect to any Liabilities released pursuant to Section 4.1(a).

  • Ventas will cause to be performed, and hereby guarantees the performance of, all actions, agreements and obligations set forth in this Agreement or in any Ancillary Agreement to be performed by any member of the Ventas Group.


More Definitions of Ventas Group

Ventas Group has the meaning set forth in Section 9.2(b).
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Related to Ventas Group

  • Management Group means at any time, the Chairman of the board of directors, the Chief Executive Officer, the President, any Managing Director, Executive Vice President, Senior Vice President or Vice President, any Treasurer and any Secretary of Holdings or other executive officer of Holdings or any Subsidiary of Holdings at such time.

  • Dean means the head of a faculty of the University;

  • mixed financial holding company means a mixed financial holding company as defined in point (21) of Article 4(1) of Regulation (EU) No 575/2013;

  • DBS Group means DBS Bank Ltd, its subsidiaries, affiliates, branches and related companies.

  • MNE Group means any Group that (i) includes two or more enterprises the tax residences of which are in different jurisdictions, or includes an enterprise that is resident for tax purposes in one jurisdiction and is subject to tax with respect to the business carried out through a permanent establishment in another jurisdiction, and (ii) is not an Excluded MNE Group;

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

  • Xxxxxx Group shall have the meaning set forth in Section 9.2(b) hereof.

  • Community Contribution Company means a corporation formed under the laws of British Columbia that includes in its articles the following statement:

  • Next Michigan development corporation means that term as defined in section 3 of the next Michigan development act, 2010 PA 275, MCL 125.2953.

  • Asset Management is a principle/practice that includes planning processes, approaches, plans, or related documents that support an integrated lifecycle approach to the effective stewardship of infrastructure assets to maximize benefits and effectively manage risk.

  • mixed-activity holding company means a parent undertaking, other than a financial holding company or an institution or a mixed financial holding company, the subsidiaries of which include at least one institution;

  • Xxxx Group means collectively Xxxx Capital Fund V, L.P., Xxxx Capital Fund V-B, L.P., BCIP Associates, BCIP Trust Associates, L.P. and Xxxxxxxx Street Partners.

  • General Motors Financial Company, Inc. means General Motors Financial Company, Inc. (f/k/a AmeriCredit Corp.).

  • 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).

  • GP means Gottbetter & Partners, LLP.

  • Operating Company means an “operating company” within the meaning of 29 C.F.R. §2510.3-101(c) of the Plan Asset Regulations.

  • CAL means client access license.

  • Xxxxxxx Group means (a) any member of the Xxxxxxx Family and (b) any Related Person of any such member.

  • CBS shall have the meaning set forth in the Preamble.

  • AMR means Automated Meter Reading.

  • Xxxxx Group means Xxxxx and any Affiliate of Xxxxx.

  • Brookfield Group means Brookfield and any Affiliates of Brookfield, other than any member of the BREP Group;

  • financial holding company means a financial holding company as defined in point (20) of Article 4(1) of Regulation (EU) No 575/2013;

  • Broadridge means Broadridge Financial Solutions, Inc.

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

  • Legionella means a genus of bacteria, some species of which have caused a type of pneumonia called Legionnaires Disease.