Examples of Blocker Companies in a sentence
No E Seller and no officer, director or employee of any of the Blocker Companies, and no family member, relative or Affiliate of any such Person is a party to any Contract with a Blocker Company.
The Company, MPAC Merger Sub LLC, USWS Holdings LLC (“USWS Holdings”), the Blocker Companies and, solely for purposes described herein, the Seller Representatives, entered into that certain Merger and Contribution Agreement, dated July 13, 2018 (the “Merger Agreement”).
The membership ledger and other limited liability company records of the Company reflect that all of the Outstanding Company Units are owned of record by the Sellers and the Blocker Companies.
The Company, MPAC Merger Sub LLC, USWS Holdings LLC (“USWS Holdings”), the Blocker Companies and, solely for purposes described herein, the Seller Representatives entered into that certain Merger and Contribution Agreement, dated July 13, 2018 (the “Merger Agreement”).
At the Closing, such Seller will convey to Buyer good, marketable and valid title to such Company Interests, free and clear of all Liens (other than Liens arising under the Organizational Documents of the Company or the Blocker Companies, as applicable, this Agreement or applicable securities Laws).
Notwithstanding the foregoing, any such refund or credit with respect to the Blocker Companies shall be solely for the account of the BlockerCo Sellers.
Schedule 3.18 lists all claims under any insurance policy by the Group Companies and the Blocker Companies since January 1, 2011.
On or prior to the Execution Date, the BlockerCo Sellers have made available to Buyer true and complete copies of the Organizational Documents of each of the Blocker Companies in full force and effect as of the Execution Date.
All Company Units held by the Unblocked Unitholders shall be converted into a number of Class B Units and Surviving Pubco Class V Shares equal to the UP-C Merger Consideration and all Company Units held by Blocker Companies shall be converted into an equal number of Class B Units, and the Unblocked Unitholders and Blocker Companies shall be admitted as members of the Surviving Company.
Except as set forth in Schedule 3.18, the Group Companies’ and the Blocker Companies’ insurance policies do not provide for any retrospective premium adjustment or other experience based liability on the part of the Group Companies or Blocker Companies, as applicable.