Blocker Parties definition

Blocker Parties has the meaning specified in the Preamble hereto.
Blocker Parties shall have the meaning set forth in the Blocker Transaction Agreement.
Blocker Parties means the Persons owning all of the outstanding equity interests in QPII-AIV and set forth on Exhibit 1 to the Merger Agreement. “Business Day” means any day that is not a Saturday, a Sunday or other day on which banks are required or authorized by Law to be closed in the City of NewYork.

Examples of Blocker Parties in a sentence

  • Notwithstanding anything contained in this Agreement to the contrary, each of the HTP Parties acknowledges and agrees that none of the Blocker Parties, the Company or any of their respective Subsidiaries or Affiliates nor any other Person is making any representations or warranties whatsoever, oral or written, express or implied, at law or in equity, other than the Blocker Representations and the Company Representations.

  • Notwithstanding the foregoing, nothing in this Section 6.26 shall limit the remedies of the HTP Parties or the Blocker Parties in the event of Fraud.

  • All conditions to the obligations of the Company, the Blocker Parties and the HTP Parties to proceed with the Closing under this Agreement will be deemed to have been fully and completely satisfied or waived for all purposes if the Closing occurs.

  • Each of the Blocker Parties hereby expressly disclaims any representations or warranties other than the Blocker Representations.

  • The parties hereto agree that for all purposes under the Purchase Agreement the due date for the Deferred Payment shall be the date of this Agreement, and Cliffs agrees to pay the Deferred Payment to each of the Selling Unit Holders and the Blocker Parties contemporaneously with the execution and delivery of this Agreement.

  • Except as set forth in the applicable section of the GPI Disclosure Schedules (as defined below), the GPI Parties hereby severally, and not jointly, make the representations and warranties of the Blocker Parties set forth in Article 5 of the Amended Merger Agreement, mutatis mutandis, to the HTP Parties and the Company (the “GPI Representations”); provided that, all references to the Pre-Closing Blocker Reorganization shall be disregarded.

  • The Blocker Transaction Agreement and other documents to be used to effect the Blocker Reorganization are being entered into between the Blocker Parties and Foresight, without the Company as a party thereto.

  • For purposes of this Section 4, the term “Selling Unit Holder” shall be deemed to include the Blocker Parties.

  • QPII has all power and authority necessary to accept on behalf of the Blocker Parties the shares of Cliffs Stock issuable hereunder to the Blocker Parties and to control the vote and disposition of such shares.

  • The documents to be used to effect the Blocker Reorganization shall be reasonably acceptable to Foresight, and the Blocker Parties shall ensure that Foresight has reasonable opportunity to review such documents and shall consider in good faith all comments of Foresight thereto.


More Definitions of Blocker Parties

Blocker Parties shall have the meaning set forth in Section 1.01(a).
Blocker Parties means the Persons owning all of the outstanding equity interests in QPII-AIV and set forth on Exhibit 1 to the Merger Agreement.

Related to Blocker Parties

  • Buyer Parties means Buyer, its Affiliates, their members, officers, directors, employees, agents, representatives, successors, and assigns.

  • Parent Parties has the meaning set forth in ARTICLE V.

  • Seller Parties has the meaning set forth in the preamble to this Agreement.

  • Blocker has the meaning set forth in the preamble.

  • Purchaser Parties means, collectively, the Purchasers and any of their respective former, current or future directors, officers, employees, agents, general or limited partners, managers, members, stockholders, Affiliates or assignees or any former, current or future director, officer, employee, agent, general or limited partner, manager, member, stockholder, Affiliate or assignee of any of the foregoing.

  • Investor Parties has the meaning set forth in the Preamble.

  • Seller Entities means, collectively, Seller and all Seller Subsidiaries.

  • Parent Indemnified Parties has the meaning set forth in Section 9.2(a).

  • Selling Parties shall have the meaning specified in the preamble.

  • Transaction Parties As defined in Section 5.3(o).

  • Parent Entities means, collectively, Parent and all Parent Subsidiaries.

  • Seller Affiliates has the meaning assigned to such term in Section 2.7.1;

  • Acquired Entities means the Company and the Acquired Subsidiaries.

  • Buyer Entities means, collectively, Buyer and all Buyer Subsidiaries.

  • PJM Entities means PJM, including the Market Monitoring Unit, the PJM Board, and PJM’s officers, employees, representatives, advisors, contractors, and consultants. PJM Interchange:

  • Seller Group means, at any time, the group of companies comprised of Xxxxx Fargo & Company and its subsidiaries at that time.

  • Contributing Parties has the meaning assigned to such term in the preamble.

  • Transferred Entities means the entities set forth on Schedule 1.9.

  • Parent Related Parties means, collectively, (i) Parent or Merger Sub; and (ii) the former, current and future holders of any equity, controlling persons, Representatives, Affiliates (other than Parent or Merger Sub), members, managers, general or limited partners, stockholders and assignees of each of Parent and Merger Sub.

  • Company Entities means the Company and its Subsidiaries.

  • Contributors has the meaning set forth in the initial paragraph hereof.

  • Parent Subsidiaries means the Subsidiaries of Parent.

  • Acquired Companies means, collectively, the Company and the Company Subsidiaries.

  • Target Companies means the Target and its Subsidiaries.

  • Parent means a “parent corporation,” whether now or hereafter existing, as defined in Section 424(e) of the Code.

  • Seller Parent has the meaning set forth in the Preamble.