Ancillary Transactions definition
Examples of Ancillary Transactions in a sentence
The Amneal Board has unanimously adopted resolutions approving this Agreement, the Ancillary Agreements to which Amneal is a party and the Transactions and the Ancillary Transactions, and authorizing and approving the execution, delivery and performance of this Agreement and the Ancillary Agreements to which Amneal is a party in accordance with their terms and the consummation of the Transactions and the Ancillary Transactions.
Holdco has been formed solely for the purpose of engaging in the Transactions and the Ancillary Transactions contemplated hereby and, prior to the Closing, Holdco will not have engaged in any other business activities other than incidental to the Transactions and the Ancillary Transactions contemplated hereby and will have incurred no liabilities or obligations other than in relation to the Transactions and the Ancillary Transactions contemplated by this Agreement.
CET shall use its best efforts to obtain from its shareholders sufficient proxies in favor of the approval of the Merger and the Ancillary Transactions.
The Impax Board has taken all necessary actions so that the restrictions on business combinations set forth in Section 203 of the DGCL are not applicable to this Agreement, the Ancillary Agreements, the Transactions or the Ancillary Transactions.
Subject to the terms and conditions set forth herein, including the prior consummation of the Brink Acquisition and the Ancillary Transactions, at the Closing, each Transferring Seller shall sell to the Buyer, and the Buyer shall purchase from each Transferring Seller, all Purchased Company Securities owned by such Transferring Seller.
Except for the Contemporaneous Ancillary Transactions, each of the Selling Entities shall confer (to the extent permitted by Law and any applicable confidentiality agreement) with Parent on material operational matters.
The Greystone Board has unanimously adopted resolutions approving this Agreement, the Ancillary Agreements to which Greystone is a party and the Transactions and the Ancillary Transactions, and authorizing and approving the execution, delivery and performance of this Agreement and the Ancillary Agreements to which Greystone is a party in accordance with their terms and the consummation of the Transactions and the Ancillary Transactions.
To the extent allowable under the relevant Tax laws in each jurisdiction in which a Tax Return must be filed, the Sellers and the Buyer agree to cause the Company and each Subsidiary of the Company as of immediately prior to the Closing and without giving effect to the Brink Acquisition or the Ancillary Transactions to close its books for Tax purposes and to file any Tax Returns in a manner that does not give rise to a Straddle Period.
The representations, warranties, promises, agreements, covenants, statements and undertakings of Compost, Miami and/or Bedminster, as are set forth in any of the Transaction Documents, shall survive and remain operative through the Term Loan Closing and the Ancillary Transactions Closing on the Closing Date, and shall survive and remain operative thereafter, until November 1, 2005 ("Survival Period").
Except with respect to such initial press release, the Member Representative shall not, and shall cause the Buddy’s Members not to, issue any press release, public statement or disclosure with respect to this Agreement, the Ancillary Agreements, the Transactions and the Ancillary Transactions or the terms thereof except as may be required by Law.