Chiquita Merger Parties definition

Chiquita Merger Parties means collectively Twombly One Limited (to be renamed ChiquitaFyffes), Delaware Sub and MergerSub;
Sample 1
Chiquita Merger Parties means collectively ChiquitaFyffes, Delaware Sub and MergerSub;
Sample 1

Examples of Chiquita Merger Parties in a sentence

  • None of the Chiquita Merger Parties, Chiquita or Fyffes or the Exchange Agent or any of their respective Affiliates, directors, officers, employees and agents shall be liable to any person in respect of any IrHoldco Shares (or dividends or distributions with respect thereto) from the Chiquita Exchange Fund delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

  • None of the Chiquita Merger Parties, Chiquita or Fyffes or the Exchange Agent or any of their respective Affiliates, directors, officers, employees and agents shall be liable to any person in respect of any Share Consideration (or dividends or distributions with respect thereto) from the Fyffes Exchange Fund delivered to a public official pursuant to any applicable abandoned property, escheat or similar Law.

  • The Chiquita Certificate of Incorporation, the Chiquita Bylaws the IrHoldco Memorandum and Articles of Association and the Other Chiquita Merger Party Organisational Documents are in full force and effect, IrHoldco is not in violation of the IrHoldco Memorandum and Articles of Association and the other Chiquita Merger Parties are not in violation of the Other Chiquita Merger Party Organisational Documents in any material respect.

  • Chiquita has made available to Fyffes, prior to the date of this Agreement, complete and accurate copies of the Memorandum and Articles of Association of IrHoldco (the “ IrHoldco Memorandum and Articles of Association”) and the Organisational Documents of each of the other Chiquita Merger Parties (the “Other Chiquita Merger Party Organisational Documents”) as amended to the date hereof.

  • Since their respective dates of formation, none of the Chiquita Merger Parties have carried on any business or conducted any operations other than the execution of this Agreement, the performance of their obligations hereunder and thereunder and matters ancillary thereto.

Related to Chiquita Merger Parties

  • Merger Subsidiary shall have the meaning set forth in the preamble to this Agreement.

  • MergerSub has the meaning set forth in the Preamble.

  • Acquisition Sub shall have the meaning set forth in the Preamble.

  • Merger Sub has the meaning set forth in the Preamble.

  • MergerCo has the meaning set forth in the Preamble.

  • Second Merger has the meaning set forth in the Recitals.

  • Bank Merger Agreement has the meaning ascribed thereto in the recitals to this Agreement.

  • Merger Closing shall have the meaning set forth in Section 2.2.

  • Acquisition Subsidiary has the meaning specified in Section 7.14.

  • First Merger shall have the meaning given in the Recitals hereto.

  • Merger Sub 1 has the meaning set forth in the Preamble.

  • Merger Sub 2 shall have the meaning given in the Recitals hereto.

  • Effective Time has the meaning set forth in Section 2.2.

  • Company Merger shall have the meaning given in the Recitals.

  • Blocker has the meaning set forth in the preamble.

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).

  • Parent Parties has the meaning set forth in ARTICLE V.

  • Buyer Parties means Buyer, its respective Affiliates and the former, current or future equity holders and Representatives of each of the foregoing.

  • Merger Sub I has the meaning set forth in the Preamble.

  • Merger Subs has the meaning set forth in the Preamble.

  • Merger Sub Board means the board of directors of Merger Sub.

  • Merger Sub II has the meaning set forth in the Preamble.

  • Buyer Parent has the meaning set forth in the Preamble.

  • New Parent shall have the meaning assigned to such term in the definition of the term “Change in Control”.

  • Parent means a “parent corporation,” whether now or hereafter existing, as defined in Section 424(e) of the Code.

  • Newco has the meaning set forth in the first paragraph of this Agreement.