Allied Parent definition
Examples of Allied Parent in a sentence
In this regard, Allied Parent agrees that neither it nor its applicable Subsidiaries shall waive any rights they may have under Section 12.5(v) of the SPA.
Shareholders, Allied Parent and the Company shall have delivered to Investors at the Closing the duly executed Escrow Agreement in substantially the form attached hereto as Exhibit G.
Shareholders shall be responsible for all stock transfer or gains taxes imposed on Shareholders or Allied Parent incurred in connection with this Agreement.
Neither Shareholders, Allied Parent nor the Company (pre-Closing) shall make any public announcement of the Transactions without the prior written consent of Thay▇▇ ▇▇▇, which consent shall not be unreasonably withheld.
This Agreement shall be binding upon and inure to the benefit of the Company, Allied Parent, Investors and Shareholders, their heirs, representatives, successors, and permitted assigns, in accordance with the terms hereof.
On the Closing Date and subject to the terms and conditions set forth in this Agreement, the Company shall redeem the Redemption Shares from Allied Parent.
At Closing, 34 shares (the "REDEMPTION SHARES") of the Existing Shares held by Allied Parent will be redeemed by the Company for a purchase price of $433,710 per share (an aggregate redemption price of $14,746,140), subject to adjustment and escrow holdbacks as provided herein (the "REDEMPTION").
All of the Existing Shares are owned of record and beneficially by Allied Parent.
Allied Parent shall have delivered the stock certificate(s) representing the Redemption Shares duly endorsed for transfer to the Company and free and clear of all encumbrances, other than the restrictions imposed by federal and state securities laws.
The Company, Allied Parent and the Shareholders each have full power and authority to execute, deliver and perform this Agreement and to carry out the Transactions.