Blocker Merger Effective Time definition
Examples of Blocker Merger Effective Time in a sentence
From and after the Blocker Merger Effective Time, the holders of Equity Interests of the Blockers outstanding immediately prior to the Blocker Merger Effective Time shall cease to have any rights with respect to such Equity Interests, except as otherwise provided for herein or by applicable Legal Requirements.
For the avoidance of doubt, the closing of the Blocker Purchase (the “Blocker Closing”) shall be deemed to have occurred immediately prior to the Blocker Merger Effective Time; provided, that in the event that the Company Merger does not become effective, the Blocker Closing shall be deemed void and not to have occurred.
At the Blocker Merger Effective Time, the books and records of the Blockers as of immediately prior to the Blocker Merger Effective Time shall be closed and thereafter there shall be no further registration of transfers of any partnership interests on the records of the Blockers.
Without limiting the generality of the foregoing and subject thereto, at the Blocker Merger Effective Time, the Surviving Blocker will possess all the rights, powers, privileges and franchises and be subject to all of the obligations, liabilities, restrictions, disabilities and duties of TSG Blocker and CCP Blocker, to the fullest extent provided under the DGCL and the DLPA.