Big Boy definition

Big Boy. Provision. In view of the fact that Subscriber is sophisticated, has had access to information sufficient to make an investment decision and has conducted its own due diligence, and has made its investment decision without reliance on (i) the Manager, (ii) any material information the Manager may have about the Company, or (iii) any disclosures of non-public information that may have been made to the Manager (or that the Manager may have independently obtained), and further in view of all of the representations Subscriber has made in Section 2, Subscriber hereby irrevocably: (i) waives any right to any and all actions, suits, proceedings, investigations, claims or liabilities of any nature, including but not limited to actions under Rule 10b-5 of the Securities Exchange Act of 1934 or similar laws (collectively “Claims”) that may arise from or relate to the possession of or failure to disclose non-public information, (ii) releases any Claims against the Manager, or any other party, and (iii) agrees to refrain from pursuing against any Claims against such parties.

Big Boy. Provision. In view of the fact that Subscriber is sophisticated, has had access to information sufficient to make an investment decision and has conducted its own due diligence, and has made its investment decision without reliance on (i) the Manager, (ii) any material information the Manager may have about the Portfolio Company Securities and Portfolio Company, or (iii) any disclosures of non-public information that may have been made to the Manager (or that the Manager may have independently obtained), and further in view of all of the representations Subscriber has made in Section 2, Subscriber hereby irrevocably: (i) waives any right to any and all actions, suits, proceedings, investigations, claims, or liabilities of any nature, including but not limited to actions under Rule 10b-5 of the Securities Exchange Act of 1934 or similar laws (collectively “Claims”) that may arise from or relate to the possession of or failure to disclose non-public information; (ii) releases any Claims against the Manager or any other party; and (iii) agrees to refrain from pursuing against any Claims against such parties.

Big Boy. Representation. Seller acknowledges that (i) it is a sophisticated institution engaged in the business of assessing and assuming investment risks in respect of securities, including securities such as the Target Interests, (ii) it initiated and still desires to consummate the sale of the Target Interests to Purchaser, (iii) it is fully satisfied with the Purchase Price, and the Purchase Price is all that Seller is or will be entitled to receive for the Target Interests and (iv) Purchaser is consummating this transaction with Seller in reliance on the foregoing acknowledgements.

Examples of Big Boy in a sentence

• This Agreement, together with the Big Boy Representation Letter Agreement, supersedes all prior agreements and understandings (whether written or oral) between the Company and the Selling Stockholder with respect to the subject matter hereof.

• Frisch's Restaurants, Inc., headquartered in Cincinnati, Ohio, operates and licenses family restaurants, some with drive-thru service, under the name Frisch's Big Boy.

• The Big Boy Representation Letter Agreement is hereby incorporated herein and made a part hereof as if set forth in full herein.

• A Big Boy letter states that parties to a transaction understand that one of them may have more material non-public information than the other, but because they are both sophisticated investors, they are entering into the transaction notwithstanding the information disparity and its potential effect on the price of the securities.

• The CCO and/or General Counsel should be consulted on the proposed terms and conditions of any Big Boy Letter (or similar arrangement) prior to entering in to such a letter or a transaction.

• In addition, the employee shall not engage in transactions (or recommend or suggest that any person engage in transactions) in the securities to which the information relates, without the prior written approval of the CCO, including executing Big Boy letter transactions as described in Section B.4 above.

• This Agreement and the Big Boy Letter constitute the sole and entire agreement of the Buyer, Xxxx, Seller and C-III with respect to the subject matter contained herein, and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to such subject matter.

• Notwithstanding the foregoing, in the event that the Big Boy Representations Certificate is executed and delivered by Sellers, such certificate shall be integrated into, and form a part of, this Agreement.

• The company also licenses Big Boy restaurants to other operators, currently in certain parts of Ohio, Kentucky and Indiana.

• For purposes of this Agreement, “Competing Business” shall mean any of the following companies: Cracker Barrel, IHOP, Perkins, Denny’s, Waffle House, Applebee’s, Friendly’s, First Watch, Xxxxxx’x Big Boy, Golden Corral, Xxx Xxxxxx’x, Xxxx’x, Village Inn, Buffets, Inc., and Panera.

More Definitions of Big Boy

Big Boy. Acknowledgements. Such Holder acknowledges that (a) Standard General has information about Standard Diversified and TPB (the “Issuers”), their subsidiaries and their prospects, including in respect of their financial forecasts, competitive considerations, the strategic process being overseen by each Issuer’s board of directors and other matters that could materially affect the value of an investment in the Issuers, (b) it is a knowledgeable, sophisticated investor able to fend for itself without access to or disclosure of such information, and (c) waives any claim or cause of action against Standard General or any other person or entity relating to, resulting from or arising out of such information or its availability or lack thereof.