Examples of Blocker Holdings in a sentence
Each of the Equityholder Representative, the Company, Blocker and Blocker Holdings shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing.
The Company Representations, Blocker Representations, Blocker Holdings Representations (and Purchaser's right to seek indemnification under this Article X in respect thereof) and the Purchaser Representations (and the Equityholder Representative's right to seek indemnification under this Article X in respect thereof) shall continue in full force and effect until the date that is thirteen (13) months after the Closing Date (the "Survival End Date").
At the Closing, Blocker Holdings shall deliver to Purchaser stock certificates representing all of the Shares (if the Shares are certificated) and share assignments for all of the Shares to evidence transfer to Purchaser.
From the date hereof until the Closing Date, if the Company, Blocker or Blocker Holdings becomes aware of any variances from the Company Representations, Blocker Representations or Blocker Holdings Representations in Article III, Article IV, or Article V, respectively, the Company, Blocker, or Blocker Holdings shall disclose to Purchaser in writing such variances promptly following the Company, Blocker or Blocker Holdings obtaining knowledge thereof.
Blocker Holdings is an entity duly organized or formed, validly existing and in good standing under the laws of the State of Delaware.
In randomized controlled trials tetracyclines, in general combined with other antibiotics (aminoglycosides, rifampin, trimethoprim-sulfamethoxazole) have proven to be safe and they are efficient in diminishing symptoms and prevent complications.
None of the Company, Blocker, Blocker Holdings, Purchaser or Merger Sub may rely on the failure of any condition set forth in Section 8.1, Section 8.2 or Section 8.3, as the case may be, to be satisfied if such failure was caused by such party's failure to use its reasonable best efforts to consummate the Transactions or due to the failure of such party to perform any of its other obligations under this Agreement.
Except as required by the Restructuring Transactions, during the period from the date of this Agreement to the earlier of the Closing and the date that this Agreement is terminated in accordance with its terms, Blocker and Blocker Holdings shall not amend any of the Blocker Charter Documents without Purchaser's consent.
Prior to the Closing, Blocker, Blocker Holdings and the Company shall consummate the Restructuring Transactions in accordance with Exhibit A.
Blocker Holdings is not subject to any outstanding judgment, order or decree of any Governmental Authority which would reasonably be expected to have, individually or in the aggregate, a material adverse effect on Blocker Holdings' ability to consummate the Restructuring Transactions or the Transactions.