SPAC Surviving Entity definition

SPAC Surviving Entity means the parent company resulting from the consummation of the SPAC Acquisition.
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SPAC Surviving Entity shall have the meaning set forth in Section 2.3(a).
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SPAC Surviving Entity. Section 2.2(a)
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Examples of SPAC Surviving Entity in a sentence

  • At the Closing, Buyer shall, or shall cause the SPAC Surviving Entity to, issue the Stock Consideration to the Members pro rata in accordance with their respective Membership Interests.

  • The aggregate purchase price for the Membership Interests (the “Purchase Price”) shall be (i) an amount in cash equal to $200,000,000 less the Closing Specified Liabilities (the “Closing Cash Consideration”) and (ii) 10,000,000 shares of SPAC Surviving Entity Common Stock (the “Stock Consideration”).

  • We find that the coefficient for this common law dummy variable is significantly negative.

  • Thus, if the request comes from a user with IP address 192.168.1.3, then the controller will know the user must be associated with AP1.

  • Each of the Surviving Company, the Acquisition Entities, and the SPAC Surviving Entity (and their Affiliates and Representatives) shall be entitled to deduct and withhold from the consideration otherwise payable pursuant to this Agreement such amounts as it is required to deduct and withhold with respect to the making of such payment under the Code, or any provision of state, local or non-U.S. Tax Law.

  • Without limiting the generality of the foregoing, and subject thereto, at the First Effective Time, all the property, rights, privileges and franchises of each of SPAC and New PubCo shall vest in the SPAC Surviving Entity and all debts, liabilities, obligations and duties of each of SPAC and New PubCo shall become debts, liabilities, obligations and duties of the SPAC Surviving Entity.

  • As a result, following the First Merger, the shares in the SPAC Surviving Entity will be solely held by the shareholders of SPAC.

  • For conduct so heinous, even “relatively trivial” aid is substantial.

  • At the Initial Merger Effective Time, the memorandum and articles of association of Merger Sub 1, as in effect immediately prior to the Initial Merger Effective Time, shall become the memorandum and articles of association of the SPAC Surviving Entity (the “Articles of SPAC Surviving Entity”), until thereafter amended in accordance with the terms thereof and the Cayman Act.

  • The applicant is requesting a rezoning from R-3, Single-family to PCD to allow the use of the building with specifically identified uses.

Related to SPAC Surviving Entity

  • Surviving Entity has the meaning set forth in Section 2.1.

  • Surviving Partnership has the meaning set forth in Section 11.2.B(ii) hereof.

  • Surviving Company has the meaning set forth in Section 2.1.

  • Surviving General Partner has the meaning set forth in Section 7.01(d) hereof.

  • Surviving Corporation has the meaning set forth in Section 2.1.

  • Merger Sub II has the meaning set forth in the Preamble.

  • Surviving Business Entity has the meaning assigned to such term in Section 14.2(b).

  • Merger Sub I has the meaning set forth in the Preamble.

  • MergerSub has the meaning set forth in the preamble hereto.

  • Substituted Limited Partner means a Person who is admitted as a Limited Partner to the Partnership pursuant to Section 11.4.

  • Merger Sub 2 has the meaning set forth in the Preamble.

  • Merger Sub 1 has the meaning set forth in the Preamble.

  • MergerCo shall have the meaning set forth in the introductory paragraph to this Agreement.

  • Surviving Corporation Common Stock has the meaning set forth in Section 1.7(a).

  • Blocker means an employee engaged in one or more of the following operations in a Millinery Sector establishment:

  • Delaware LLC means any limited liability company organized or formed under the laws of the State of Delaware.

  • Stockholders’ Representative has the meaning set forth in the Preamble.

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).

  • Procuring Entity/Purchaser means a Entity having administrative and financial powers to undertake Procurement of Goods, Works or Services using public funds, as specified in the PCC;

  • Certificate of Limited Partnership means the Certificate of Limited Partnership of the Partnership filed with the Secretary of State of the State of Delaware as referenced in Section 7.2, as such Certificate of Limited Partnership may be amended, supplemented or restated from time to time.

  • Load Serving Entity or “LSE” shall have the meaning specified in the Reliability Assurance Agreement.

  • Effective Time has the meaning set forth in Section 2.2.

  • Merger Sub Board means the board of directors of Merger Sub.

  • Merging entity means an entity that is a party to a merger and exists immediately before the merger becomes effective.

  • Surviving Person means, with respect to any Person involved in or that makes any Disposition, the Person formed by or surviving such Disposition or the Person to which such Disposition is made.

  • Reorganized Company means the domestic stock company into which a mutual company has been converted, converted and merged, or converted and consolidated.