Examples of Xxxxx Merger Agreement in a sentence
FBS and FI further agree that if the Xxxxx Merger Agreement is terminated after payment of the amount referred to in Section 1(a) and prior to the payment to FBS of the amount referred to in Section 1(b) hereof, $25 million of the amount paid to FBS pursuant to Section 1(a) hereof shall constitute payment pursuant to Section 2(a) of the FI Fee Agreement.
Xxxxxxxx will not waive any right or consent to any action under the Xxxxx Merger Agreement without the written consent of Tribune.
Notwithstanding the foregoing, it is the understanding of the parties that the Initial Xxxxx Station Balance Sheet shall be the balance sheet supplied by the Partners to Xxxxxxxx pursuant to Section 2.10(c) of the Xxxxx Merger Agreement.
Contemporaneously with the execution of this Agreement, Xxxxx and the Company have amended the Xxxxx Merger Agreement as contemplated by Exhibit E.
Xxxxxxxx shall promptly deliver to Tribune copies of any monthly, quarterly or annual financial statements relating to the Xxxxx Station Business received by it from KTC pursuant to the Xxxxx Merger Agreement.
Each party shall promptly notify the other of any action, suit or proceeding that shall be instituted or threatened against such party to restrain, prohibit or otherwise challenge the legality of any transaction contemplated by this Agreement or the Xxxxx Merger Agreement.
Tribune shall have the right to coordinate Meredith's allocation of the KTC Purchase Price (as such term is defined in the Xxxxx Merger Agreement) pursuant to Section 8.08 of the Xxxxx Merger Agreement.
Xxxxxxxx will use its best efforts to cause KTC to comply with its covenants and agreements contained in Section 6.01 of the Xxxxx Merger Agreement, including, upon consultation and with the written agreement of Tribune, commencing a legal or equitable action to enforce its rights thereunder; provided, however, that Tribune shall be responsible for all costs and expenses incurred by Xxxxxxxx in connection with its enforcement of such rights.
ERP's general partner intends to merge (the "Merger") with Xxxxx, a Maryland real estate investment trust ("Xxxxx"), pursuant to that certain Agreement and Plan of Merger dated January __, 1997 between ERP's general partner and Xxxxx ("Merger Agreement").
After the consummation of the Xxxxx Merger, Xxxxxxxx and the Xxxxxxxx Sub shall comply with the covenants and agreements contained in Section 6.01 of the Xxxxx Merger Agreement as if all references therein to KTC were references to Xxxxxxxx and the Xxxxxxxx Sub.