Examples of JV Participants in a sentence
The PGI Parties acknowledge that the Letter of Transmittal from the Holders of the JV Participants is required to be delivered to the Company and/or the Agent as of the closing of the JV Merger and the concurrent closing of the IPO pursuant to the JV Merger Agreement and if so delivered, the Restrictive Legend with respect to the IPO Escrow will not be placed on the REIT Shares to be issued to the JV Participants.
Furthermore, pursuant to its applicable merger agreement (the “JV Merger Agreement”) pursuant to which the JV Participants (as defined below below) will merge with and into the Company or a newly-formed subsidiary of the Company (the “JV Merger”), the Company will also on the Effective Date issue IPO Consideration to the Holders of the Participants identified on Schedule 1 as the JV Participants (the “JV Participants”) in accordance with the Letter of Transmittal (defined below).
The Access Holder warrants that it enters into this Agreement as agent for the JV Participants in their respective percentage interests in the Joint Venture from time to time.
The Study Funder warrants that it enters into this Agreement as agent for the JV Participants in their respective percentage interests in the Joint Venture from time to time.
For the avoidance of doubt, where a Suspension Event or Termination Event is attributable to or relates to an act or omission of one or more (but not all) of the JV Participants, Aurizon Network will be entitled to suspend or terminate (as applicable) this Agreement under clauses 26 and 28 (as applicable) despite the Suspension Event or Termination Event (as applicable) not being attributable to or relating to an act or omission of all of the JV Participants.
The Customer warrants that it enters into this Agreement as agent for the JV Participants in their respective percentage interests in the Joint Venture from time to time.
Should any such fact or condition require any change in the Schedules to this Agreement if the Schedules to the Agreement were dated the date of the occurrence or discovery of any such fact or condition, the Company or the JV Participants, as the case may be, will promptly deliver to DFT a supplement to the Schedules to the Agreement specifying such change; provided, however, that such delivery shall not materially adversely affect any rights of DFT set forth herein.
The Director shall promptly whenever requested by the Company and in any event upon the termination of her appointment deliver up to the Company all lists of clients or customers, correspondence and all other documents, papers and records which may have been prepared by her or have come into her possession, custody or control in the course of her appointment, or any other property of the Company and the Director shall not be entitled to and shall not retain any copies thereof.
Except as disclosed in writing to DFT, there are no options, rights, voting trusts, stockholder agreements or any other contracts or understandings to which such JV Participant is a party or by which such JV Participant or such JV Participant's Interest and Rights With Respect to Retained Interest, as the case may be, is bound with respect to the issuance, sale, transfer, voting or registration of such JV Participant's Interest or Rights With Respect to Retained Interest, as the case may be.
During the same period, the Company and the JV Participants will promptly notify DFT of the occurrence of any breach of any covenant of the Company or the JV Participants in this Section 7 or of the occurrence of any event that may make the satisfaction of the conditions in Section 9 impossible or unlikely.