GALAC definition
Examples of GALAC in a sentence
There is no outstanding or authorized stock appreciation, phantom stock, profit participation, or similar rights with respect to GALAC.
Buyer will treat and hold as such any Confidential Information it receives from Seller or GALAC in the course of the reviews contemplated by this Section 5(c), will not use any of the Confidential Information except in connection with this Agreement, and, if this Agreement is terminated for any reason whatsoever, will return to Seller and GALAC all tangible embodiments (and all copies) of the Confidential Information which are in its possession.
On and subject to the terms and conditions of this Agreement, Buyer agrees to purchase from Seller, and Seller agrees to sell to Buyer, all of its GALAC Shares for the consideration specified below in this Section 2.
Buyer shall also reimburse Seller, on a first dollar, dollar for dollar basis, for all GALAC statutory surplus in excess of insurance department deposits as of the Closing not distributed to Seller pursuant to the Pre-Closing Dividend.
GALAC has complied with all applicable state and federal laws and regulations in its Securities Transactions.
GALAC has no liability or obligation to pay any fees or commissions to any broker, finder, or agent with respect to the transactions contemplated by this Agreement.
Buyer and Seller acknowledge and agree that the foregoing indemnification provisions in this Section 8 shall be the exclusive remedy of Buyer and Seller with respect to GALAC and the transactions contemplated by this Agreement.
Should the Closing Date not be the last day of the month as described in Section 2(c), and should income not be able to be determined by closing the books, the income of GALAC shall be apportioned to the period up to and including the Closing Date and the period after the Closing Date pursuant to the monthly allocation method prescribed in Treasury Regulation Section 1.1502-76(b)(2)(iii).
Buyer is not acquiring the GALAC Shares with a view to or for sale in connection with any distribution thereof within the meaning of the Securities Act.
Schedule 4(m) sets forth each instance in which GALAC (i) is subject to any outstanding injunction, judgment, order, decree, ruling, or charge or (ii) is a party or, to the Knowledge of Seller, is threatened to be made a party to any action, suit, proceeding, hearing, or investigation of, in, or before (or that could come before) any court or quasi-judicial or administrative agency of any federal, state, local, or non-U.S. jurisdiction or before (or that could come before) any arbitrator.