Buyer Parent Undertaking definition

Buyer Parent Undertaking means that certain undertaking, substantially in the form of the Hillstone Undertaking, duly executed as of the date hereof by Buyer Parent (or an Affiliate thereof), pursuant to which Buyer Parent (or such Affiliate) undertakes the obligations of the Undertaking Persons (as defined in the Hillstone Undertaking) currently set forth in the Hillstone Undertaking.
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Examples of Buyer Parent Undertaking in a sentence

  • Buyer and Sellers shall use commercially reasonable efforts to obtain counterpart signature pages from XTO to the Buyer Parent Undertaking prior to Closing.

  • The Buyer Parent Undertaking shall be in full force and effect, and shall not have been in any respect amended, modified, waived, terminated or otherwise withdrawn by Buyer Parent.

  • The execution and delivery of the Buyer Parent Undertaking by Buyer Parent has been duly authorized in accordance with the Governing Documents of Buyer Parent.

  • A true and complete copy of the Buyer Parent Undertaking has been attached hereto in the form of Exhibit H.

  • Buyer has or shall, simultaneous with the execution of this Agreement, deliver to Seller Representative the Buyer Parent Undertaking, the Debt Commitment Letters and the Class D Preferred Agreement.

  • No other corporate proceedings on the part of Buyer Parent are necessary to approve and authorize and the consummation of the transactions contemplated by the Buyer Parent Undertaking.

Related to Buyer Parent Undertaking

  • parent undertaking means a parent undertaking as defined in point (15)(a) of Article 4(1) of Regulation (EU) No 575/2013;

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

  • subsidiary undertaking means an undertaking controlled by a parent undertaking, including any subsidiary undertaking of an ultimate parent undertaking;

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

  • L/C Undertaking has the meaning set forth in Section 2.12(a).

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

  • Group Undertaking means the Company or another undertaking in the group;

  • railway undertaking means any public or private undertaking licensed according to this Directive, the principal business of which is to provide services for the transport of goods and/or passengers by rail with a requirement that the undertaking ensure traction; this also includes undertakings which provide traction only;

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

  • Buyer Party means Buyer or any Affiliate of Buyer that is a party to any Transaction Agreement.

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

  • Undertaking Letter The letter in substantially the form set forth in Exhibit C of the Trust Agreement.

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

  • Acquireco has the meaning ascribed thereto in the recitals.

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

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

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

  • Specified Merger Agreement Representations means such of the representations and warranties made with respect to the Company and its Subsidiaries by the Company in the Merger Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders.

  • MergerSub has the meaning set forth in the preamble hereto.

  • Merger Agreement has the meaning set forth in the Recitals.

  • Ultimate Parent Company means a company which owns at least twenty six percent (26%) equity in the Bidding Company or Member of a Consortium, (as the case may be) and in the Technically Evaluated Entity and/or Financially Evaluated Entity (as the case may be) and such Bidding Company or Member of a Consortium, (as the case may be) and the Technically Evaluated Entity and/or Financially Evaluated Entity (as the case may be) shall be under the direct control or indirectly under the common control of such company;

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

  • Acquisition Agreement Representations means the representations and warranties with respect to the Companies made by the Seller in the Acquisition Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders, but only to the extent that the Borrower or its Affiliates have the right to terminate its or their obligations under the Acquisition Agreement (or decline to consummate the Rockwood Acquisition) as a result of a breach of such representations in the Acquisition Agreement.

  • Subco means 0961994 B.C. Ltd., a company existing under the laws of the Province of British Columbia;

  • Continuing Disclosure Undertaking means the Continuing Disclosure Undertaking of the Issuer, in substantially the form attached hereto as Exhibit 1, dated the Closing Date, for the purpose of providing continuing disclosure information under Rule 15c2-12 adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as may be amended from time to time.

  • Parent Disclosure Letter means the disclosure letter delivered by Parent to the Company simultaneously with the execution of this Agreement.