Company Merger Sub definition

Company Merger Sub has the meaning specified in the preamble hereto.

Company Merger Sub means Passport Company Merger Sub, LLC, a Delaware limited liability company.

Company Merger Sub shall have the meaning given in the Recitals hereto.

Examples of Company Merger Sub in a sentence

• Except as disclosed in the VINE SEC Documents filed with the SEC before the Signing Date and publicly available on the SEC’s Electronic Data Gathering Analysis and Retrieval system or in the disclosure schedule accompanying this Agreement (the “VINE Disclosure Schedule”), VINE, Pubco, Company Merger Sub and Purchaser Merger Sub represent and warrant to the Company that the statements contained in this Section are true and correct on and as of the Signing Date and on and as of the Closing Date.

• Representations and Warranties of VINE, Pubco, Company Merger Sub, and Purchaser Merger Sub.

• Since the date of its formation, neither Pubco, Company Merger Sub, nor Purchaser Merger Sub have engaged in any activities other than in connection with or as contemplated by this Agreement.

• Each of VINE, Pubco, Company Merger Sub and Purchaser Merger Sub has all necessary corporate power and authority to enter into and to perform its obligations under this Agreement and to consummate the Contemplated Transactions.

• This Agreement has been duly executed and delivered by VINE, Pubco, Company Merger Sub and Purchaser Merger Sub and, assuming the due authorization, execution and delivery by the Company, constitutes the legal, valid and binding obligation of VINE, Pubco, Company Merger Sub and Purchaser Merger Sub.

More Definitions of Company Merger Sub

Company Merger Sub has the meaning set forth in the recitals hereto.

Company Merger Sub has the meaning set forth in the preamble of this Agreement.

Company Merger Sub means Homer Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of the Company.

Company Merger Sub means Rapid Merger Sub, LLC, a Delaware limited liability company.

Company Merger Sub means MTech Company Merger Sub LLC, Colorado Limited Liability Company and a wholly owned subsidiary of MTech Holdings. “DGCL” means the Delaware General Corporation Law.

Company Merger Sub means an indirect wholly owned Subsidiary of the Company to be formed as a Maryland limited liability company after the date hereof as provided in Section 7.19 of the Company Disclosure Schedule.

Company Merger Sub and together with Pubco, Purchaser and Purchaser Merger Sub, the “Purchaser Parties”), (v) MTech Sponsor LLC, a Florida limited liability company, in the capacity as the Purchaser Representative thereunder (including any successor Purchaser Representative appointed in accordance therewith, the “Purchaser Representative”), (vi) the Company and (vii) Xxxxxxx Xxxxxxxxxxx (as successor to Xxxxxx Xxxxxxxxxx), in the capacity as Seller Representative thereunder, pursuant to which, subject to the terms and conditions thereof, among other matters, (a) Purchaser Merger Sub will merge with and into Purchaser, with Purchaser continuing as the surviving entity (the “Purchaser Merger”), and with security holders of Purchaser receiving substantially equivalent securities of Pubco, and (b) Company Merger Sub will merge with and into the Company, with the Company continuing as the surviving entity (the “Company Merger”, and together with the Purchaser Merger, the “Mergers” and, collectively with the other transactions contemplated by the Merger Agreement, the “Transactions”), and with equity holders of the Company, including Seller, receiving shares of common stock of Pubco, and as a result of which Mergers, among other matters, Purchaser and the Company will become wholly-owned subsidiaries of Pubco and Pubco will become a publicly traded company, all upon the terms and subject to the conditions set forth in the Merger Agreement and in accordance with the applicable provisions of the DGCL and the Colorado Act;