Merger Partnership definition

Merger Partnership has the meaning set forth in the recitals to this Agreement.
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Merger Partnership has the meaning set forth in the Preamble.
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Merger Partnership means Oncor T&D Partners, LP, a Delaware limited partnership and a wholly-owned indirect Subsidiary of the Company.
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Examples of Merger Partnership in a sentence

  • Nothing in this Agreement shall prohibit Parent from transferring all or part of its ownership interests in Merger Sub or Merger Partnership to any controlled Affiliate of Parent.

  • None of Parent, Merger Sub I, Merger Sub II, the Partnership, the Company, Merger Partnership, the Surviving Company, the Surviving Partnership or the Paying Agent, or any employee, officer, trustee, director, agent or Affiliate thereof, shall be liable to any Person in respect of Merger Consideration from the Exchange Fund delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

  • Immediately prior to the Partnership Merger Effective Time, Parent will be the sole general partner of Merger Partnership, and the Surviving Company will be the sole limited partner of Merger Partnership.

  • On or after the Closing Date, any Certificates presented to the Paying Agent, the Surviving Company or the Surviving Partnership in accordance with this Agreement shall be exchanged for the Per Company Common Share Merger Consideration, Per Partnership Unit Merger Consideration or Partnership Units, as applicable, with respect to Company Common Stock or Merger Partnership Units formerly represented thereby.

  • Each of Parent, Merger Sub, Merger Partnership, the Company and the Partnership acknowledges that each party to this Agreement has been represented by counsel in connection with this Agreement and the transactions contemplated by this Agreement and has participated jointly in negotiating and drafting this Agreement.

  • No certificate or scrip representing fractional interests in Partnership Units shall be issued upon the surrender for exchange of Merger Partnership Units, and such fractional interests shall not entitle the owner thereof to vote or to any other rights of a unitholder of the Partnership.

  • Notwithstanding the foregoing, neither the Company nor the Partnership makes any representation or warranty with respect to any information supplied by Parent, Merger Sub or Merger Partnership or any of their respective Representatives or Affiliates for inclusion or incorporation by reference in the Proxy Statement.

  • Merger Sub and Merger Partnership have been formed solely for the purpose of engaging in the transactions contemplated hereby and prior to the Company Merger Effective Time and the Partnership Merger Effective Time, respectively, neither Merger Sub nor Merger Partnership will have engaged in any other business activities and will not have incurred any liabilities or obligations other than as contemplated herein.

  • Each of the Company and Merger Partnership shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Company Merger Effective Time.

  • From and after the date hereof and prior to the Partnership Merger Effective Time, and except as may otherwise be required by applicable Law, each of Parent, Merger Sub and Merger Partnership shall not, directly or indirectly, take any action which is intended to or which would reasonably be expected to, individually or in the aggregate, have a Parent Material Adverse Effect.


More Definitions of Merger Partnership

Merger Partnership means each partnership listed in the Steps Memorandum as a Merger Partnership, and "Merger Partnerships" means all such partnerships.
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Merger Partnership. Preamble "MERGER SUB" Preamble "MINORITY LIMITED PARTNERS" Recitals "MULTIEMPLOYER PLAN" Section 3.12(a) "NEW YORK COURTS" Section 9.9 "OP LP LLC" Recitals "OP LP LLC MEMBERSHIP INTERESTS" Recitals
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Related to Merger Partnership

  • Surviving Partnership has the meaning set forth in Section 11.2.B(ii) hereof.

  • General partnership means an organization formed under chapters 45-13 through 45-21.

  • Operating Partnership has the meaning set forth in the preamble.

  • MergerSub has the meaning set forth in the preamble hereto.

  • REIT means a real estate investment trust under Sections 856 through 860 of the Code.

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

  • Delaware LLC means any limited liability company organized or formed under the laws of the State of Delaware.

  • Blocker means an employee engaged in one or more of the following operations in a Millinery Sector establishment:

  • Delaware LLC Division means the statutory division of any Delaware LLC into two or more Delaware LLCs pursuant to Section 18-217 of the Delaware Limited Liability Company Act.

  • Public-private partnership means an arrangement or agreement, occurring on or after January 1, 2017, between a procurement unit and one or more contractors to provide for a public need through the development or operation of a project in which the contractor or

  • General Partnership Interest means a Partnership Interest held by the General Partner that is a general partnership interest.

  • MLP Partnership Agreement means the Amended and Restated Agreement of Limited Partnership of the MLP, as amended or restated from time to time.

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

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

  • Borrower Partnership Agreement means the Limited Partnership Agreement of the Borrower dated as of January 17, 2014 as such agreement may be amended, restated, modified or supplemented from time to time with the consent of the Administrative Agent or as permitted under Section 10.10.

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

  • GP means Gottbetter & Partners, LLP.

  • Limited Partnership Interest means the ownership interest of a Limited Partner in the Partnership at any particular time, including the right of such Limited Partner to any and all benefits to which such Limited Partner may be entitled as provided in this Agreement and in the Act, together with the obligations of such Limited Partner to comply with all the provisions of this Agreement and of the Act.

  • Limited partnership means a limited partnership registered or formed under any law in force in Singapore or elsewhere;

  • Limited liability partnership or “LLP” shall mean a Company governed by Limited Liability Partnership Act 2008 or as amended.

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

  • Partnership Subsidiary means Host LP and any partnership, limited liability company, or other entity treated as a partnership for federal income tax purposes or disregarded as a separate entity for federal income tax purposes in which either Host REIT or Host LP owns (or owned on or after January 1, 1999) an interest, either directly or through one or more other partnerships, limited liability companies or other entities treated as a partnership for federal income tax purposes or disregarded as a separate entity for federal income tax purposes (whether or not Host REIT or Host LP has a controlling interest in, or otherwise has the ability to control or direct the operation of, such entity). Notwithstanding the foregoing, the term “Partnership Subsidiary” shall not in any way be deemed to include the Non-Controlled Subsidiaries or subsidiaries thereof, the Taxable REIT Subsidiaries or subsidiaries thereof, or the Subsidiary REITs or subsidiaries thereof.

  • Foreign limited partnership means a partnership formed under laws other than of this state and having as partners one or more general partners and one or more limited partners.

  • Surviving Entity has the meaning set forth in Section 2.1.

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

  • Partnership has the meaning set forth in the preamble of this Agreement.