Examples of Southcross Holdings in a sentence
The Southcross Holdings Parties agree (a) to hold any non-public information regarding this Agreement, the Merger and the Contribution in strict confidence and (b) except as required by law or legal process not to divulge any such non-public information to any third Person.
Each Southcross Holdings Party hereby authorizes AMID and SXE to publish and disclose in any announcement or disclosure required by the SEC and in the Proxy Statement such Southcross Holdings Party’s identity and ownership of the Covered Interests and the nature of such Southcross Holdings Party’s obligations under this Agreement and to disclose a copy of this Agreement.
From time to time, at the request of AMID and without further consideration, each Southcross Holdings Party shall take such further action as may reasonably be deemed by AMID to be necessary or desirable to consummate and make effective the transactions contemplated by this Agreement.
The representations and warranties of the Southcross Holdings Parties contained herein shall not survive the closing of the transactions contemplated hereby and by the Merger Agreement.
Each Southcross Holdings Party hereby waives any rights of appraisal or rights to dissent from the Merger that such Southcross Holdings Party may have under applicable Law.
The Southcross Holdings Parties, either directly or indirectly, have sole voting power, sole power of disposition, sole power to demand appraisal rights and sole power to agree to all of the matters set forth in this Agreement, in each case with respect to all of such Covered Interests, with no limitations, qualifications or restrictions on such rights, subject to applicable federal securities laws and the terms of this Agreement and the Security Agreement.
AMID and the Southcross Holdings Parties have caused to be executed or executed this Agreement as of the date first written above.
Each Southcross Holdings Party shall promptly notify AMID and SXE of any such event.
No Southcross Holdings Party has appointed or granted any proxy or power of attorney that is still in effect with respect to any Covered Interests, except as contemplated by this Agreement.
Each Southcross Holdings Party further agrees to authorize and request SXE to notify SXE’s transfer agent that there is a stop transfer order with respect to all of the Covered Interests and that this Agreement places limits on the voting of the Covered Interests.