Approval Parties definition
Examples of Approval Parties in a sentence
So long as this Agreement is in effect, the Approval Parties shall advise, consult, cooperate with each other prior to issuing, or permitting any of their directors, officers, employees or agents to issue, any press release or other written public or private statement to the press with respect to this Agreement and the Qualifying Transaction contemplated hereby from the date hereof until the Qualifying Transaction Date.
No Party shall issue any such press release or make any such written public or private statement prior to such consultation, except as may be required by applicable Law or by obligations pursuant to any listing agreement with a stock exchange and only after using its reasonable efforts to consult with the Approval Parties taking into account the time constraints to which it is subject as a result of such Law or obligation.
As soon as reasonably practicable after the date hereof, Cheniere GP Seller shall cause Cheniere CTP GP, as the general partner of CCTP, and the Buyer shall cause SPL to present the potential amendments to the Precedent Agreement set forth on Schedule 5.9 to the Approval Parties, and use their commercially reasonable efforts to obtain the approval of such amendments by the Approval Parties.
Upon the approval of any of the foregoing amendments by the Approval Parties, Cheniere GP Seller shall cause Cheniere CTP GP, as the general partner of CCTP, and the Buyer shall cause SPL to promptly amend the Precedent Agreement to contain those terms approved by the Approval Parties.
Either or both of the Earn Out Approval Parties may deliver written notice to 7GC and the other Earn Out Approval Party on or prior to the fifteenth (15th) day after receipt of a Stock Price Earn Out Statement specifying in reasonable detail any items that they wish to dispute and the basis therefor.
If at the conclusion of such twenty (20) day period the Earn Out Approval Parties and 7GC have not reached an agreement on any objections with respect to the Stock Price Earn Out Statement, then upon the written request of any of 7GC or the Earn Out Approval Parties the parties will refer the dispute to an independent accountant of national standing as shall be mutually agreed upon in good faith by the Earn Out Approval Parties and 7GC for final resolution of the dispute as promptly as practicable.
Notwithstanding the foregoing, in no event shall Purchaser be required to deliver or disclose information to Loan Approval Parties which violates any Law or any confidentiality agreement to which Purchaser is a party or otherwise exposes Purchaser to liability as a result of such disclosure.
On or before March 22, 2022 (the “Transaction Approval Date”), Seller shall provide Purchaser with reasonably acceptable evidence that Seller has obtained final unappealable approvals from the Seller Approval Parties, fully authorizing the Seller to enter into this Agreement and consummate the transaction contemplated hereby (the “Transaction Approval”).
If neither of the Earn Out Approval Parties deliver such written notice in such fifteen- (15-) day period, then the Earn Out Approval Parties and the Pre-Closing Holders will be deemed to have waived their right to contest such Stock Price Earn Out Statement and the calculations set forth therein.
This Agreement may be amended, supplemented, or changed, and any provision hereof may be waived, only by a written instrument making specific reference to this Agreement signed by the Party against whom enforcement of any such amendment, supplement, modification, or waiver is sought and the approval in writing of such amendment, supplement, modification, or waiver by (a) each of the Approval Parties or (b) order of the Bankruptcy Court.