BM Blocker definition

BM Blocker means BM AH Holdings, LLC, a Delaware limited liability company;
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Examples of BM Blocker in a sentence

  • The BM Blocker is a limited liability company, duly organized, validly existing and in good standing under the laws of the state of Delaware and has the requisite limited liability company power and authority and all necessary governmental approvals to own, lease and operate its properties and to carry on its business as it is now being conducted.

  • Without limiting the generality of the foregoing, and subject thereto, at the BM Blocker Effective Time, all the property, rights, privileges, immunities, powers, franchises licenses and authority of the BM Blocker shall vest in DFB Healthcare, and all debts, liabilities, obligations, restrictions, disabilities and duties of each of the BM Blocker shall become the debts, liabilities, obligations, restrictions, disabilities and duties of DFB Healthcare.

  • The representations in this Section 5.03(a) are being made solely by the BM Blocker.

  • Other than the Company Common Units, the BM Blocker does not own any equity or similar interest in, or any interest convertible into or exchangeable or exercisable for any equity or similar interest in, any corporation, limited liability company, partnership, joint venture or business association or other entity.

  • At the BM Blocker Effective Time, the effect of the BM Blocker Merger shall be as provided in the applicable provisions of the DLLCA and the DGCL.

  • As a result of the BM Blocker Merger, the separate limited liability company existence of the BM Blocker shall cease and DFB Healthcare shall continue as the surviving company of the BM Blocker Merger.

  • Upon the terms and subject to the conditions set forth in Article VIII, and in accordance with the DLLCA and the DGCL, immediately prior to the Effective Time, the BM Blocker shall be merged with and into DFB Healthcare.

  • DFB Healthcare shall promptly provide any information reasonably requested by the BM Blocker Sellers that is relevant to the preparation of the BM Prepared Tax Returns.

  • DFB Healthcare shall timely file, or cause to be timely filed, all Tax Returns of the BM Blocker that are due to be filed after the Closing Date, subject to the next sentence of this Section 7.20.

  • The BM Blocker Sellers shall severally (and not jointly) be responsible for paying their pro rata share of any Taxes shown as due on each BM Prepared Tax Return, which payment shall be made to DFB Healthcare not more than two (2) Business Days prior to the due date for payment, or, in the event of an Arbitrator’s Determination, promptly upon such determination.

Related to BM Blocker

  • Blocker has the meaning set forth in the preamble.

  • MergerSub has the meaning set forth in the Preamble.

  • SAP Parent means SAP SE, a European Company (Societas Europaea, SE) established under the laws of Germany and the European Union, registered with the commercial register of the local court of Mannheim, Germany, under HRB 719915, with registered office in Walldorf, Germany, and business address at Dietmar-Hopp-Allee 16, 69190 Walldorf, Germany.

  • Acquisition Subsidiary shall have the meaning ascribed to it in the preamble hereto.

  • MergerCo shall have the meaning set forth in the introductory paragraph to this Agreement.

  • Merger Sub II has the meaning set forth in the Preamble.

  • ETP means Energy Transfer Partners, L.P., a Delaware limited partnership.

  • Merger Subsidiary has the meaning set forth in the preamble to this Agreement.

  • Holdco has the meaning set forth in the Preamble.

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

  • Company Operating Agreement means the Restated Operating Agreement of the Company dated August__, 2019, as amended from time to time.

  • In loco parentis means relating to the responsibility to undertake the care and control of another person in the absence of:

  • Atlas means Automated Transportation Logistics Activity System. ATLAS is a computerized information system to which all Shippers have access upon request. ATLAS enables Shippers to nominate and release product and to monitor and coordinate the movement of Petroleum Products while on Carrier's system.

  • Merger Sub has the meaning set forth in the Preamble.

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

  • Borrower Partnership Agreement means the Limited Partnership Agreement of the Borrower dated as of January 17, 2014 as such agreement may be amended, restated, modified or supplemented from time to time with the consent of the Administrative Agent or as permitted under Section 10.10.

  • EXCO means EXCO Resources, Inc., a Texas corporation.

  • Operating Partnership Agreement means the Fifth Amended and Restated Agreement of Limited Partnership of the Operating Partnership, as it may be amended, supplemented or restated from time to time.

  • MLP Partnership Agreement means the Amended and Restated Agreement of Limited Partnership of the MLP, as amended or restated from time to time.

  • AcquisitionCo means Diebold Holding Germany Incorporated & Co. KGaA a German partnership limited by shares (Kommanditgesellschaft auf Aktien - KGaA) that is a Wholly Owned Restricted Subsidiary of the Company and whose general partner is the Company.

  • MLP has the meaning given such term in the introduction to this Agreement.

  • Merger Effective Time means “Effective Time,” as that term is defined in the Merger Agreement.

  • Merger Sub I has the meaning set forth in the Preamble.

  • Acquisition Sub shall have the meaning set forth in the Preamble.

  • Merger Sub 2 shall have the meaning given in the Recitals hereto.

  • Merger Sub 1 has the meaning set forth in the Preamble.