Examples of Partnership Special Meeting in a sentence
Without the prior written consent of Parent, the adoption of the Merger Agreement shall be the only matter (other than matters of procedure, matters required by applicable Law to be voted on by Partnership’s Common Unitholders in connection with the authorization of the Merger Agreement and, if applicable, a “Say-on-Golden-Parachute” vote) that Partnership shall propose to be acted on by the Common Unitholders of Partnership at the Partnership Special Meeting.
Once Partnership has established a record date for the Partnership Special Meeting, Partnership shall not change such record date or establish a different record date for the Partnership Special Meeting without the prior written consent of Parent, unless, following consultation with Parent, required to do so by applicable Law or the Partnership Governing Documents.
Notwithstanding anything to the contrary herein, unless this Agreement has been terminated in accordance with its terms, the Partnership Special Meeting shall be convened and the Merger Agreement shall be submitted for authorization by the Common Unitholders of Partnership at the Partnership Special Meeting, and nothing contained herein shall be deemed to relieve Partnership of such obligation.
None of the information contained or incorporated by reference in the Proxy Statement, as of the date it is first mailed to the Common Unitholders of the Partnership, and at the time of the Partnership Special Meeting, will contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they are made, not misleading.
For purposes of this Section 5.3, any information concerning or related to Partnership, its Affiliates or the Partnership Special Meeting will be deemed to have been provided by Partnership.
The Partnership shall adjourn the Partnership Special Meeting at the request of Parent (but in no event for more than 30 days from the date the Partnership Special Meeting was originally scheduled to convene) (i) to solicit additional proxies for the purpose of obtaining the Partnership Unitholder Approval or (ii) for the absence of a quorum.
The affirmative vote or consent of a Unit Majority, voting together as a single class at the Partnership Special Meeting or any adjournment or postponement thereof, in favor of the approval of this Agreement and the Merger (the “Partnership Unitholder Approval”) shall have been obtained in accordance with applicable Laws and the Partnership Agreement.
Without the written consent of Parent (which shall not be unreasonably withheld, delayed or conditioned), no matter shall be submitted for action at the Partnership Special Meeting except the approval of this Agreement, the Merger and matters reasonably related to this Agreement.