MCNT definition
Examples of MCNT in a sentence
The capital structure of MCNT as of the Disclosure Schedule Date is as set forth on Schedule 2.4 hereto.
Following the consummation of the Ventures Conversion and the Transactions, the outstanding partnership interests of Ventures shall be as set forth on Schedule 3.4(b) hereto, subject to adjustment solely as may be required pursuant to Section 1.4 of this Agreement, the MCNT Agreement and the UANT Agreement, each as in effect on the date hereof or as amended with the consent of all parties hereto.
The authorized capital stock of MCNT following the consummation of the MCNT Conversion and immediately prior to the Effective Time shall consist of 1,000 shares of MCNT Stock, of which 100 shares shall be issued and outstanding.
MCNT shall not have objected in writing to the other Parties’ schedules of exceptions and supplemental disclosure provided pursuant to Section 5.13 within 7 Business Days following the Disclosure Schedule Date.
In lieu of the contribution described in Section 1.1 of the Agreement, Ventures agrees to contribute, assign, transfer, convey and deliver, or cause to be contributed, assigned, transferred, conveyed and delivered, all of its assets, including all of the equity interests in USMD, UANT, MCNT, and Impel to Holdings in exchange for the consideration described in paragraph 3 of this Amendment.
As of the Disclosure Schedule Date, there is no Action pending or, to MCNT’s Knowledge, threatened against or affecting MCNT that (a) adversely affects or challenges the legality, validity or enforceability of this Agreement or (b) could, if there were an unfavorable decision, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect for MCNT.
MCNT has delivered to Ventures and to Holdings true and complete copies of the MCNT Constituent Instruments.
Holdings hereby makes the following representations and warranties to MCNT and the MCNT Holders as of the Disclosure Schedule Date and as of the Closing Date (unless such representations and warranties expressly relate to an earlier date).
MCNT has timely filed all returns, reports, declarations or statements relating to taxes (“Tax Returns”) required to be filed in accordance with all applicable Laws.
MCNT shall have received all required permits, licenses, contracts and third party consents set forth on Schedule 7.3 attached hereto in form satisfactory to MCNT.