Blocker Merger Sub definition

Blocker Merger Sub has the meaning set forth in the Recitals of this Agreement.

Blocker Merger Sub means any of (i) Sonar Merger Sub I, LLC, (ii) Sonar Merger Sub II, LLC, (iii) Sonar Merger Sub III, LLC, (iv) Sonar Merger Sub IV, LLC, (v) Sonar Merger Sub V, LLC, and (vi) Sonar Merger Sub VI, LLC.

Blocker Merger Sub has the meaning set forth in the Business Combination Agreement.

Examples of Blocker Merger Sub in a sentence

• On the Closing Date, following the LTS Co-Invest Blocker II Merger, upon the terms and subject to the conditions set forth in this Agreement, and in accordance with the DLLCA and the DGCL, LTS Rollover Blocker Merger Sub shall be merged with and into LTS Rollover Blocker at the LTS Rollover Blocker Merger Effective Time.

• On the Closing Date, upon the terms and subject to the conditions set forth in this Agreement, and in accordance with the DGCL, LTS BF VII-A Blocker Merger Sub shall be merged with and into LTS BF VII-A Blocker at the LTS BF VII-A Blocker Merger Effective Time.

• On the Closing Date, following the LTS BF VII-A Blocker Merger, upon the terms and subject to the conditions set forth in this Agreement, and in accordance with the DGCL, LTS BF VIII-A Blocker Merger Sub shall be merged with and into LTS BF VIII-A Blocker at the LTS BF VIII-A Blocker Merger Effective Time.

• Following the LTS BF VII-A Blocker Merger Effective Time, the separate corporate existence of LTS BF VII-A Blocker Merger Sub shall cease and LTS BF VII-A Blocker shall continue as the surviving corporation in the LTS BF VII-A Blocker Merger (the “LTS BF VII-A Blocker Surviving Company”) as a wholly owned subsidiary of Buyer, and shall succeed to and assume without further formality all the business, benefits, goodwill, rights and obligations of LTS BF VII-A Blocker Merger Sub in accordance with the DGCL.

• Each issued and outstanding share of common stock, par value $0.01 per share, of LTS BF VIII-A Blocker Merger Sub shall automatically be converted into and become one (1) validly issued, fully paid and nonassessable share of common stock, par value $0.01 per share, of the LTS BF VIII-A Blocker Surviving Company.

More Definitions of Blocker Merger Sub

Blocker Merger Sub has the meaning set forth in the Recitals.

Blocker Merger Sub is defined in the recitals to this Agreement.

Blocker Merger Sub has the meaning assigned that term in Section 7.02(n).

Blocker Merger Sub. I”), Picasso Merger Sub II, LLC, (“Blocker Merger Sub II”), Picasso Merger Sub III, LLC (“Company Merger Sub”), Carlyle Partners VII Pacer Holdings, L.P., CP VII Pacer Corp. (“Pacer Corp. Blocker”), CP VII Pacer EU L.P. (“Pacer X.X. Xxxxxxx”), the Company, and Shareholder Representative Services LLC, solely in its capacity as the representative, agent and attorney-in-fact of the Holders under the Merger Agreement: (i) prior to the consummation of the transactions contemplated by the Merger Agreement, HTP converted to a Delaware corporation pursuant to a certificate of incorporation filed with the Secretary of State of the State of Delaware, incorporating as Packable Commerce, Inc., a Delaware corporation (“PubCo”), (ii) Blocker Merger Sub I merged with and into Pacer Corp. Blocker, whereupon the separate corporate existence of Blocker Merger Sub I ceased and Pacer Corp. Blocker became the surviving company and wholly owned Subsidiary of PubCo (the “First Blocker Merger”); (iii) Blocker Merger Sub II merged with and into Pacer X.X. Xxxxxxx, whereupon the separate limited liability company existence of Blocker Merger Sub II ceased and Pacer X.X. Xxxxxxx became the surviving company and a wholly owned Subsidiary of PubCo (the “Second Blocker Merger”, and together with the First Blocker Merger, the “Blocker Mergers”); (iv) and immediately thereafter, simultaneously (x) Pacer Corp. Blocker merged with and into PubCo, whereupon the separate corporate existence of Pacer Corp. Blocker ceased and PubCo became the surviving company (the “First HTP Merger”), and (y) Pacer X.X. Xxxxxxx merged with and into PubCo, whereupon the separate limited partnership existence of Pacer X.X. Xxxxxxx ceased and PubCo became the surviving company (the “Second HTP Merger” and together with the First HTP Merger, the “HTP Mergers”); and (v) following the HTP Mergers, Company Merger Sub merged with and into the Company, whereupon the separate limited liability company existence of Company Merger Sub ceased and the Company became the surviving company (the “Company Merger” and together with the Blocker Mergers and the HTP Mergers, the “Mergers”) and continued its existence under the Act and in accordance with this Agreement;

Blocker Merger Sub means any of (i) Passport Merger Sub I Inc., a Delaware corporation; (ii) Passport Merger Sub II Inc., a Delaware corporation; (iii) Passport Merger Sub III Inc., a Delaware corporation; (iv) Passport Merger Sub IV Inc., a Delaware corporation; (v) Passport Merger Sub V Inc., a Delaware corporation; (vi) Passport Merger Sub VI Inc., a Delaware corporation; and (vii) Passport Merger Sub VII Inc., a Delaware corporation.

Blocker Merger Sub has the meaning set forth in the preamble.

Blocker Merger Sub has the meaning set forth in the introductory paragraph to this Agreement.