Examples of Merger Protocol in a sentence
The STNE General Shareholders’ Meeting must approve, under the terms of the Brazilian Corporation Law: (a) all the necessary documentation for the Merger of Shares and the attribution of the New Shares STNE, including, but not limited to, the Merger Protocol to be prepared by the managements of Linx and STNE; and (b) the Redemption of Shares.
Subsequently, Neways and Infestos Sustainability, with the assistance of their respective legal and financial advisers, engaged in discussions regarding the Merger Protocol.
The Parties undertake to each other to execute and perform all such deeds, documents, assurances, acts and things and to exercise all powers and rights available to them, in whatever capacity, including the giving of all waivers and consents and the passing of all resolutions reasonably required to ensure that the Parties and their representatives (if any) give effect to the provisions of this Merger Protocol.
The obligation of the Offeror to declare the Offer unconditional is subject to the Offer Conditions being satisfied or waived in whole or in part in accordance with the Merger Protocol prior to or ultimately on the Unconditional Date.
At the end of the process, the Boards unanimously concluded that the Offer, and the actions and transactions contemplated in the Merger Protocol, are in the best interests of Neways and the continued success of its business, taking into account the interests of all stakeholders of Neways, among which its employees, (minority) Shareholders, customers, suppliers and creditors.
After careful consideration by the Boards, the Merger Protocol was agreed and signed on 24 June 2021 by Neways and Infestos Sustainability after close of trading at Euronext Amsterdam.
This shall not invalidate any of the remaining provisions of this Merger Protocol.
If any provision of this Merger Protocol is or is held to be invalid or unenforceable, then so far as it is invalid or unenforceable it has no effect and is deemed not to be included in this Merger Protocol.
The Merger Protocol provides for the Offeror the option, upon completion of the Offer, to implement the Post-Closing Merger Restructuring under the conditions set out in section 6.11(b) of the Offer Memorandum (Post-Closing Merger Restructuring) and section 7.2.2 of the Position Statement (Description of the Post-Closing Merger Restructuring).
Except as set out in Sections 6.19.2(a) and the preceding paragraph, no party may claim any damages or losses in excess of the termination fees as set out in this Section 6.19.3, save in respect of accrued rights and/or liabilities arising from the prior breach of the Merger Protocol.