Examples of Lakes Group in a sentence
Each member of the Lakes Group shall have been released from all obligations relating to (x) the Company Notes, including the release of the capital stock of each member of the Lakes Group from the obligations and Encumbrances under the Subsidiaries Notes Pledge and (y) the Revolving Credit Facility.
Company and each member of the Lakes Group shall use their reasonable best efforts to have the Surviving Corporation and its Subsidiaries be released from any and all liabilities or obligations under or relating to the Indian Gaming and Debt Agreements and Lakes Agreements.
If, pursuant to a Final Determination, all or any part of an Income Tax deduction for severance pay is disallowed to any Post-Distribution Company Member, then, to the extent permitted by applicable law, the appropriate member of the Lakes Group shall claim such deduction.
If any member of the Post-Distribution Company Group or the Lakes Group, as the case may be, unreasonably fails to provide any information requested pursuant to Section 2, Section 8 or this Section 9, then the requesting party shall have the right to engage an independent certified public accountant of its choice to gather such information.
To the extent that any portion of the Stratosphere Tax Benefits allocated to the Lakes Group is realized or received at any time by Company or any other Post-Distribution Company Member that is not entitled to the economic benefit of such portion, then Company shall pay to Lakes the amount of such portion; provided, however, that if the Escrow under Section 4 has not been funded to the full extent provided in Section 4, such payment shall be paid into such Escrow.
Company shall make available to Lakes sufficient data to facilitate a determination of the desirability of the transfer to the Lakes Group of any payroll Tax experience and/or any favorable unemployment compensation Tax experience rating of Company.
The Recitals hereto, to the extent that they relate to the Great Lakes Group or such Buyer individually, are true and correct in all material respects.
The Company Disclosure Schedule lists all of the material liabilities of Company and its Mississippi Subsidiaries (as defined in the Company Distribution Agreement) that arise out of, or are specifically associated with, either the Lakes Business or any member of the Lakes Group.
No fractional shares of Lakes common stock are issued in connection with the Merger, and any fractional share was rounded to the nearest whole share.The Merger Agreement specifies the procedure for determining the pre-Merger values of Sartini Gaming and the Lakes Group.
Calculation of Value of Merger ConsiderationUnder the Merger Agreement, the number of shares of the Company’s common stock issued in connection with the acquisition of Sartini Gaming in the Merger reflect the pre-Merger value of Sartini Gaming relative to the pre-Merger value of the Lakes Group, which are calculated in accordance with formulas set forth in the Merger Agreement, as described below.