Examples of Buyer Group Parties in a sentence
Parent shall not have any right to terminate this Agreement under Section 9.01(d)(i) or claim any damage or seek any other remedy at law or in equity for any breach or inaccuracy in the representations and warranties made by the Company in Article IV to the extent any of the Buyer Group Parties has actual knowledge of such inaccuracy at or prior to the execution of this Agreement.
Notwithstanding anything herein to the contrary, the Parties agree that (i) no change to the composition of the Buyer Group Parties or adjustments to any Investor’s Equity Commitment pursuant to this Agreement shall be made without the prior written consent of the Company (with the Special Committee’s approval); and (ii) no Beneficial Owner is restricted by any provision of this Agreement from taking any actions required to discharge his fiduciary duties as a director and/or officer of the Company.
The Parent Parties shall not, and each shall cause the other Buyer Group Parties not to, enter into any Contract to prohibit or restrict any director, management member or employee of the Company or its subsidiaries to take any actions described in Section 6.3 in connection with a Competing Proposal to the extent such actions are permitted to be taken by the Company thereunder.
Parent and Merger Sub agree that any action by Buyer Group Parties who are not parties to this Agreement that would constitute a breach of this Section 7.16 if Buyer Group Parties who are not parties to this Agreement were a party to this Agreement for the purposes of this Section 7.16 shall be deemed to be a breach of this Section 7.16.
Other than (i) the Buyer Group Contracts, or (ii) as set forth on Section 4.11 of the Parent Disclosure Letter, there is no Contract, whether written or oral, relating to the transactions contemplated hereby between or among two or more of Buyer Group Parties.