Examples of Bidco Parent in a sentence
Incentivisation Arrangements Neither Bidco, Bidco Parent nor RETHMANN has entered into, or had any discussions on proposals to enter into, any form of incentivisation arrangements with members of Devro’s management.
These confidentiality obligations will remain in force until three years from the date of the Confidentiality Agreement.The Confidentiality Agreement also contains undertakings from Bidco Parent that, for a period of 12 months from the date of the Confidentiality Agreement, it shall not approach certain of the Devro’s employees or officers without the prior written consent of Devro nor employ or otherwise engage certain of Devro’s employees.
Bidco Parent and Devro entered into a confidentiality agreement on 15 February 2022 (the “Confidentiality Agreement”) pursuant to which Bidco Parent has undertaken to keep, and to procure that certain of its representatives keep, confidential information relating to Devro and/or to the Acquisition, to use such information solely for the agreed purposes in relation to the Acquisition and not to disclose it to third parties (other than certain permitted parties and with certain other customary exceptions).
While not a condition, from and after the Announcement Date, Atlanta or its counsel shall be entitled to register in the Province of Ontario all security interests in the Bidco Pledged Shares (as defined in the Share Pledge) and the Bidco Parent Pledged Shares (as defined in the Share Pledge) in accordance with the requirements of the Share Pledge.
It is validly existing, organized and subsisting under the laws of its jurisdiction of incorporation and organization (which, for certainty, with respect to Bidco and Bidco Parent, shall be either a provincial jurisdiction of Canada or the federal jurisdiction of Canada) and has the corporate power to enter into this Agreement and to perform its obligations hereunder.
This Agreement has been duly authorized, executed and delivered by Atlanta and is a legal, valid and binding obligation of Atlanta, enforceable against it by Green Bay, Bidco Parent and Bidco in accordance with its terms, except as enforcement thereof may be limited by bankruptcy, insolvency and other laws affecting the enforcement of rights of creditors generally and except that equitable remedies may only be granted in the discretion of a court of competent jurisdiction.
The entire issued and outstanding share capital of Bidco is owned, legally and beneficially, indirectly by Bidco Parent, free and clear of all Liens and transfer restrictions (other than transfer restrictions arising under applicable securities Laws).
As of the date hereof, each of Bidco and Bidco Parent are wholly-owned subsidiaries of Green Bay and will continue to be wholly-owned subsidiaries of Green Bay unless, in the case of Bidco, as a result of an amalgamation with Target pursuant to the Tax Bump Reorganization.
On 7 March 2021, FermION and FSI (in the name and on behalf of the reserved alternative investment fund called “FSI I”), entered into the Term Sheet establishing the main terms of the co-investment of FSI with FermION in Bidco Parent, aimed at the acquisition of Cerved, with a commitment of the parties to enter into, prior to the Payment Date, agreements mirroring the terms agreed in the Term Sheet.
Within 5 Business Days after the First Take-up Date, Green Bay shall deliver or cause to be delivered to Atlanta a legal opinion of counsel to Bidco Parent and Bidco in the agreed form in respect of delivery of the Pledged Shares pursuant to the Share Pledge.