Examples of Perception in a sentence
After the Closing Date, New Perception shall, and shall cause its Subsidiaries to, until the seventh (7th) anniversary of the Closing Date, retain all books, records and other documents pertaining to the business of the Target Companies in existence on the Closing Date.
Notwithstanding the foregoing or anything else to the contrary contained in this Agreement, Perception and Perception Merger Sub acknowledge and agree that no Party is making any representation or warranty as to the qualification of Perception Reorganization for the Perception Reorganization Tax Treatment or as to the effect, if any, that any transaction consummated on, after or prior to the Perception Reorganization Effective Time has or may have on any such reorganization status.
Before the Perception Reorganization, Perception Merger Sub shall form Blue Merger Sub and cause Blue Merger Sub to enter into a joinder to this Agreement, in form and substance as is mutually agreed between Perception and BGHL.
Subject to Sections 7.19 and 10.1, Blue Transaction Expenses and Perception Transaction Expenses incurred in connection with this Agreement and the Contemplated Transactions shall be paid by the Party incurring such expenses; provided, however, that if the Closing occurs, all remaining Blue Transaction Expenses and Perception Transaction Expenses shall be paid from the capital of Perception upon release of funds from the Trust Account.
Except as set forth on Schedule 6.17 of the Perception Disclosure Schedules, no broker, finder or investment banker is entitled to any brokerage, finder’s or other fee or commission in connection with the Contemplated Transactions based upon arrangements made by or on behalf of Perception, Perception Merger Sub, or any of their Affiliates.