Grifols definition
Examples of Grifols in a sentence
Accordingly, if Grifols should institute an action or proceeding seeking specific enforcement of the provisions hereof, each Stockholder hereby waives the claim or defense that Grifols has an adequate remedy at law and hereby agrees not to assert in any such action or proceeding the claim or defense that such a remedy at law exists.
Each Stockholder shall not request the Company to register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any of such Stockholder's Owned Shares, unless such transfer is made in compliance with this Agreement and acknowledges that Grifols and the Company may notify the Company's transfer agent of the terms hereof.
Each Stockholder has all requisite personal or corporate power and authority to execute, deliver and perform this Agreement, to appoint Grifols as its Proxy and to consummate the transactions contemplated hereby.
There is no trustee, beneficiary or holder of a voting trust or other interest or other Person whose consent is required for the execution and delivery of this Agreement, the appointment of Grifols as its Proxy or the consummation by Stockholder of the transactions contemplated hereby.
Each Arranger shall have received reasonably satisfactory confirmation that all Indebtedness under the Existing Grifols Credit Agreement has been repaid (or, as the case may be, defeased or discharged).
Each Stockholder understands and acknowledges that Grifols is entering into, and causing Sub to enter into, the Merger Agreement in reliance upon the Stockholder's execution and delivery of this Agreement.
Grifols and the Stockholders have caused this Agreement to be executed as of the date first written above.
The execution, delivery and performance of this Agreement, the appointment of Grifols as Proxy and the consummation of the transactions contemplated hereby have been duly authorized by all necessary action on the part of Stockholder.
There shall not have occurred any default or event of default under the Existing Grifols Credit Agreement or the Senior Notes that would not be cured upon the effectiveness of this Credit Agreement; and no default or event of default under the Senior Notes Indenture would result from the consummation of the funding of the Loans on the Closing Date.
Each Stockholder hereby authorizes Grifols and the Company to publish and disclose in the Proxy Statement (including all documents and schedules filed with the SEC in connection therewith) its identity and ownership of the Owned Shares and the nature of its commitments, arrangements and understandings under this Agreement.