Institutional Seller definition
Examples of Institutional Seller in a sentence
If an Institutional Seller, such Seller is duly organized, validly existing and in good standing under the laws of its state of organization.
At the Closing, each Institutional Seller shall deliver to Purchaser certificates representing such Institutional Seller's Preferred Shares to be purchased by Purchaser, free and clear of any lien, encumbrance, security agreement, equity, option, claim, charge or restriction, other than restrictions imposed by federal or applicable state securities laws.
The MAC Condition may be jointly waived by the Institutional Seller, the Senior Management Sellers’ Representative and the Buyer and will be deemed to have been waived if written notice from the Buyer seeking to invoke the condition is not served on the Institutional Seller and the Senior Management Sellers’ Representative on or before the date on which the condition in Clause 5.1.1 is satisfied or waived.
Any individual to whom a dispute is so referred shall be instructed in writing to give a written opinion, as soon as is reasonably practicable, as to which of the courses of conduct proposed by the Buyer and by the Senior Management Sellers’ Representative and the Institutional Seller is most likely to result in the third party claim being agreed, settled or compromised at the least cost to the Sellers but bearing in mind the matters set out in paragraphs 4(b)(i) and 4(b)(ii) above.
Each Institutional Seller agrees not to bring any action or claim against the Institutional Sellers’ Representative in connection with his appointment as Institutional Sellers’ Representative and/or in relation to any action which the Institutional Sellers’ Representative has taken or omitted to take in the past or may in the future take or omit to take in his capacity as Institutional Sellers’ Representative, except in the case of fraud or dishonesty.