Merger Transactions definition
Examples of Merger Transactions in a sentence
Except as would not, individually or in the aggregate, be material to the Company and its Subsidiaries, taken as a whole, the execution, delivery, and performance of this Agreement and the Merger Transactions do not and will not: (i) conflict with or result in a violation or breach of any Data Privacy, Security, and AI Requirements, or (ii) otherwise prohibit the transfer of Personal Information to Parent or the MergerCo.
Parent and the Company hereby acknowledge that the consummation of the Merger Transactions constitutes a “change in control”, “change of control,” “sale event” or other term of similar import for purposes of any Company Plan that contains a definition of “change in control”, “change of control”, “sale event” or other term of similar import, as applicable.
The Company has furnished to Parent or its Representatives true and complete copies of all agreements between the Company and Centerview relating to the Merger or the consummation of the Merger Transactions.
As of the date hereof, the Company is not subject to any outstanding Judgment that has or would reasonably be expected to have a material and adverse effect on the Company’s ability to perform its obligations hereunder or consummate the Merger Transactions.
As of the date hereof, there are no Actions pending or, to the Knowledge of the Company, threatened against the Company at law or in equity, which have or would reasonably be expected to have a material and adverse effect on the Company’s ability to perform its obligations hereunder or consummate the Merger Transactions.