Merger Parent definition

Merger Parent shall have the meaning assigned to such term in the introductory paragraph of this Agreement.
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Merger Parent is Viesta Corporation, a Delaware corporation. “Merger Sub” is Viesta Acquisition Corporation, a Georgia corporation.
Sample 1
Merger Parent is Viesta Corporation, a Delaware corporation.
Sample 1

Examples of Merger Parent in a sentence

  • As additional consideration for the Merger, Parent shall pay to the Payment Agent, on behalf of and for distribution to the former Company Stockholders in accordance with their respective Allocable Portions, an aggregate amount of up to $35 million when, as and if any such amount becomes payable as set forth in this Section 1.9(a).

  • As a result of the Merger, Parent will be the sole record and beneficial holder of all issued and outstanding Company Capital Stock and all rights to acquire or receive any shares of Company Capital Stock, whether or not such shares of Company Capital Stock are outstanding.

  • For U.S. federal income Tax purposes, it is intended that (a) the Merger qualifies as a “reorganization” within the meaning of Section 368(a) of the Code, (b) with respect to the Merger, this Agreement constitutes a “plan of reorganization” within the meaning of Treasury Regulations §§ 1.368-2(g) and 1.368-3(a), and (c) with respect to the Merger, Parent, Acquiror, Merger Sub, and the Company are each a “party to a reorganization” within the meaning of Section 368(b) of the Code.

  • At the time of and immediately after the LLC Sub Merger, Parent shall own all of the membership interests and other equity, if any, in LLC Sub and shall be the sole member of LLC Sub, and LLC Sub shall be treated as an entity disregarded as separate from Parent for U.S. federal income Tax purposes.

  • Certain Effects of the Merger Parent does not currently own any interest in Dole.

  • As a result of the Merger, Parent will be the sole record and beneficial holder of all issued and outstanding Company Capital Stock and all rights to acquire or receive any shares of Company Capital Stock.

  • Clients can be thought of as external observers of the protocol, which can go online or offiine at will.Upon outputting a sequence of transactions, clients can check the validity of each transaction as a function of the previous trans- actions according to certain validity rules.

  • Refers mainly to depreciation and amortization expenses totaling R$ 6,943 (2015 - R$ 6,737) and to expenses with maintenance of property and equipment leased to Campo Limpo S.A. totaling R$ 80 858 (2015 - R$ 635).

  • At the Effective Time of the Merger, Parent and Sub will have available all of the funds necessary (x) to satisfy their respective obligations under this Merger Agreement, and (y) to pay all the related fees and expenses in connection with the foregoing.

  • As a result of the Merger, Parent together with affiliates of Hillhouse Capital Management, Ltd.


More Definitions of Merger Parent

Merger Parent. General Atlantic (EWC) Collections, L.P., a Delaware limited partnership. “Merger Sub” EW Merger Sub, LLC, a Delaware limited liability company.
Sample 1
Merger Parent means Coast Acquisition Corporation, a Delaware corporation.
Sample 1
Merger Parent has the meaning set forth in the recitals to this Agreement.
Sample 1
Merger Parent means Planet Hollywood International, Inc., in its capacity as “parent” under the Merger Agreement.
Sample 1

Related to Merger Parent

  • Merger Subsidiary has the meaning set forth in the preamble to this Agreement.

  • Merger Sub has the meaning set forth in the Preamble.

  • Buyer Parent has the meaning set forth in the Preamble.

  • Acquisition Sub shall have the meaning set forth in the Preamble.

  • MergerSub has the meaning set forth in the Preamble.

  • Acquisition Subsidiary shall have the meaning ascribed to it in the preamble hereto.

  • MergerCo shall have the meaning set forth in the introductory paragraph to this Agreement.

  • Merger Sub 2 shall have the meaning given in the Recitals hereto.

  • Parent means a “parent corporation,” whether now or hereafter existing, as defined in Section 424(e) of the Code.

  • Merger Sub 1 has the meaning set forth in the Preamble.

  • Seller Parent has the meaning set forth in the Preamble.

  • New Parent shall have the meaning assigned to such term in the definition of the term “Change in Control”.

  • Merger Subs has the meaning set forth in the Preamble.

  • SAP Parent means SAP SE, a European Company (Societas Europaea, SE) established under the laws of Germany and the European Union, registered with the commercial register of the local court of Mannheim, Germany, under HRB 719915, with registered office in Walldorf, Germany, and business address at Dietmar-Hopp-Allee 16, 69190 Walldorf, Germany.

  • Merger Sub I has the meaning set forth in the Preamble.

  • Merger Sub II has the meaning set forth in the Preamble.

  • Merger Sub Board means the board of directors of Merger Sub.

  • Purchaser Parent has the meaning set forth in the preamble to this Agreement.

  • Acquiror has the meaning specified in the Preamble hereto.

  • Holdco has the meaning set forth in the Preamble.

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).

  • Blocker has the meaning set forth in the preamble.

  • Minor parent means an individual under the age of 18 who is not emancipated under 1968 PA 293, MCL 722.1 to 722.6, and who is either the biological parent of a child living in the same household or a pregnant woman.

  • Effective Time has the meaning set forth in Section 2.2.

  • Merger Effective Time means “Effective Time,” as that term is defined in the Merger Agreement.

  • CBI means Central Bureau of Investigation