Examples of LLC Conversions in a sentence
If Buyer has timely made the LLC Election, the LLC Conversions of all Acquired Companies shall have been effectuated.
Prior to the Closing (as defined below), Seller will, at Buyer’s election, use its commercially reasonable efforts to effectuate the LLC Conversions (as defined below).
Seller shall request of Knight Ridder that it agree to effect, prior to the Effective Time, the LLC Conversions and will request a response from Knight Ridder within 20 days of the date hereof.
The Obligors acknowledge and agree that the foregoing consent of the Lender shall be null and void and of no force or effect if the LLC Conversions are not satisfactorily consummated by no later than June 30, 2016, as determined by the Lender in its sole discretion.
The LLC Conversions will have the effects set forth in the MGCL, the Maryland Limited Liability Company Act (the “MD LLC Act”), the DGCL and the DLLCA, as applicable.
The Obligors further acknowledge and agree that the Lender is authorized to file financing statements to reflect the LLC Conversions.
Each of the LLC Conversions shall become effective immediately after the Company Merger Effective Time, as shall be set forth in the relevant articles of conversion or certificate of conversion, as applicable, or on such other date and time as shall be agreed to by Parent and the Company and specified in such articles of conversion and certificate of conversion.
Borrowers and the other Loan Parties desire that (i) Agent and Lenders provide their consent to the LLC Conversions and the Mergers and (ii) Agent and Lenders amend certain provisions of the Loan Agreement and the Other Agreements as herein set forth.
Notwithstanding the foregoing, no application, filing or notification under the Finance Laws shall be made with respect to the LLC Conversions without the prior consent of the Buyer (which consent shall not be unreasonably withheld).
The Company shall consider in good faith all suggestions of the Buyer in respect of the LLC Conversions, including but not limited to comments on timing and overall strategy on effecting such applications, filings and notifications required under the Finance Laws as a result of the LLC Conversions.