Examples of Buyer Group Member in a sentence
Neither the Buyer nor any Buyer Group Member may assert that this reimbursement is a penalty.
The Buyer indemnifies the Seller Group Member which is party to the Shared Contract against all Liabilities suffered or incurred by the Seller Group Member arising from any breach by any Buyer Group Member of the Shared Contract after its partial assignment pursuant to clause 10.1(a)(ii).
The Tax benefit shall be determined by Buyer (with such determination to be evidenced by an officer's certificate delivered by Buyer to Parent not later than thirty (30) days after the day the Tax Benefit is realized by any Buyer Group Member) and, at the request of Parent (and at Parent's expense), shall be verified by Buyer's accounting firm.
If Parent is required to indemnify a Buyer Group Member pursuant to the provisions of Section 11.1, and the cost, expense or liability for which ------------ the indemnification is sought under Section 11.1 could provide any Buyer Group ------------ Member with a Tax benefit, Buyer shall pay Parent the actual Tax benefit realized by such Buyer Group Member.
Their belief is based upon the factors discussed under the caption “Special Factors—Position as to the Fairness of the Merger” beginning on page 29.Each Buyer Group Member is making the statements included in this paragraph solely for the purpose of complying with the requirements of Rule 13e-3 and related rules under the Exchange Act.