Examples of Seller Parent in a sentence
The Parties acknowledge and agree that as of the date of this Agreement, the Parties and each of their respective Representatives are and remain bound to that certain Non-Disclosure Agreement, dated February 21, 2024, by and between Seller Parent and Kinderhook Industries, LLC, a Delaware limited liability company (the “Confidentiality Agreement”).
The Financial Statements have been prepared in accordance with GAAP as consistently applied by the Seller Parent and its Subsidiaries, except that the Interim Financial Statements do not reflect certain quarterly or year-end adjustments and do not contain footnote disclosures and other presentation items.
All of the transfer or gains Tax, stamp Tax, stock transfer Tax or other similar Tax imposed as a result of the Transactions (collectively, “Transfer Taxes”) shall be borne fifty percent (50%) by the Buyer and fifty percent (50%) by Seller Parent.
For the avoidance of doubt, no Proceeding may be initiated against any direct or indirect owner of Seller Parent or the Debt Financing Sources.
As of the date hereof (a) the Sellers, as applicable, are the record and beneficial owner of one hundred percent (100%) of the Purchased Securities, and (b) Seller Parent owns, directly or indirectly, one hundred percent (100%) of the Equity Securities of the Sellers.