Listco Group definition
Examples of Listco Group in a sentence
No member of the Listco Group or the ARD Holdings Group shall be obligated to pay any consideration in respect of the arrangements described in this Section 2.01(b) or Section 2.01(c) to any member of the other Group.
None of the Listco Group Members (other than Listco) is required to file any forms, reports or other documents with the SEC.
As of the date hereof, neither the Company nor any Listco Group Member is a party to any Contract which obligates the Company or such Listco Group Member to repurchase, redeem or otherwise acquire any Group Securities, except pursuant to the terms of the Basic Documents.
For purposes of this Agreement, each Group Company and each Listco Group Company shall be deemed an Affiliate of each other.
In order to preserve its ability to pay such dividends, Listco agrees that so long as the Toggle Notes are outstanding, Listco shall not, and shall not permit any member of the Listco Group to, agree to restrictions on the payment of dividends that are materially more restrictive than the restrictions in place under any Contract existing on the Closing Date.
For the avoidance of doubt, neither the Listco nor the Sellers shall be deemed to have given any representations and/or warranties regarding CMTHK under this Deed and none of the clauses of this Deed shall be deemed as any representations and/or warranties made by any of the Listco Group in respect of any matters in relation to or otherwise in connection with CMTHK.
If for any reason the agent named above or (its successor) no longer serves as agent of the Buyers Parties for this purpose, the Buyer Parties shall promptly appoint a successor agent and notify the Listco Group, failing which the Listco Group shall be entitled to treat the last known agent as valid.
Each of the Buyer Parties hereby indemnifies, and shall keep indemnified, each of members of the Listco Group against all costs and damages (including their entire legal expenses) howsoever incurred, due to its failure to perform any of its obligations pursuant to this Deed.
Except as would not reasonably be expected to result in a Material Adverse Effect, the Company and each Listco Group Member are in compliance in all respects with all Law and Orders applicable to the Company or any Listco Group Member.