Blocker Merger definition

Blocker Merger the merger of Blocker Mergersub with and into Waterworks Blocker, with Waterworks Blocker being the survivor of such merger.

Blocker Merger has the meaning set forth in the Recitals.

Blocker Merger has the meaning set forth in the Recitals of this Agreement.

Examples of Blocker Merger in a sentence

• For purposes of this Section 5.12(b)(x)(A), a “Special Purpose Person” is an entity which demonstrates to the reasonable satisfaction of the Partnership that it was formed on or after May 25, 2018, for the sole purpose of owning (directly or indirectly) Series A Preferred Units and participating in the Blocker Merger (if any) and other reasons incidental to such purposes.

• Buyer, Earthbound Merger Sub and Blocker Merger Sub shall have performed and complied in all material respects with all agreements, obligations, and covenants required by this Agreement to be so performed or complied with by Buyer, Earthbound Merger Sub or Blocker Merger Sub at or prior to the Closing.

• Blocker Merger Sub is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and has all requisite power and authority to own, lease, and operate its properties, and to carry on its business and now conducted.

• Buyer, Earthbound Merger Sub and Blocker Merger Sub shall have delivered to the Company Group a certificate, dated as of the Closing Date, executed by an officer of Buyer and Earthbound Merger Sub and Blocker Merger Sub certifying the fulfillment of the conditions specified in Section 8.1(a)(i) and 8.1(a)(ii).

More Definitions of Blocker Merger

Blocker Merger means, with respect to a Blocker, the merger of a new, first-tier merger subsidiary of the Corporation with and into the Blocker, with the Blocker surviving, followed by the merger of the Blocker with and into the Corporation, with the Corporation surviving.

Blocker Merger means the merger of each of the Blocker Corporations with and into a limited liability company subsidiary of Parent, with such subsidiary as the surviving entity, in accordance with a certain merger agreements dated May 22, 2018, by and between a subsidiary of Parent and the respective Blocker Corporations in exchange for Class A Common Stock of Parent and the rights to payments of additional consideration as described in this Agreement.

Blocker Merger has the meaning assigned to such term in Section 5.12(b)(x)(A).

Blocker Merger has the meaning ascribed thereto in the Business Combination Agreement.

Blocker Merger is defined in the recitals.

Blocker Merger means that certain merger transaction consummated on the day immediately preceding the Closing Date and any transaction related thereto, which resulted in the Blocker merging with and into the Corporation, with the Corporation remaining as the surviving corporation.

Blocker Merger has the meaning given to such term in the Merger and Contribution Agreement.