POP LP definition
Examples of POP LP in a sentence
Nothing in this Section 5.2 or elsewhere in this Agreement shall be deemed to constitute a covenant, representation or warranty, express or implied, that POP Trust and/or POP LP will be formed and/or that the Reverse Merger will be consummated.
It is further acknowledged and agreed that, as a result of the Reverse Merger, POP Trust, POP LP, and/or their respective Affiliates (collectively, the “Public Reporting Entities”) may be subject to various public reporting obligations including, but not limited to, those imposed pursuant to the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, or, in each case, any regulations or administrative pronouncements promulgated thereunder.
The Purchase Price shall consist of the Cash Purchase Price pursuant to Section 2.3 below, the Loan Assumption pursuant to Section 2.4 below and the POP LP Units Consideration pursuant to Section 2.5 below.
The POP Trust and POP LP shall each have been duly formed and the Reverse Merger shall have been consummated.
Concurrently therewith, on the Closing, Buyer will cause POP LP to distribute to Seller the POP LP Units Consideration pursuant to Section 2.5 hereof.
Two (2) counterpart originals of all of the documents, agreements and instruments comprising the POP LP Subscription Package, duly executed by Seller and/or Seller’s Constituent Members.
On the Closing, Buyer will cause POP LP to distribute to Seller and/or Seller’s Constituent Members, as applicable, the POP LP Units Consideration.
For purposes of calculating the number of POP LP Units that will comprise the POP LP Units Consideration, each Common Unit shall be deemed to have a value equal to the average closing price of the common stock of POP Trust on the American Stock Exchange for the trailing twenty (20) Calendar Days occurring immediately preceding the Closing Date, provided, however, that such Common Units shall be valued at a per unit price of not less than $6.25 per Common Unit and not more than $7.75 per Common Unit.
It is further acknowledged and agreed that, as a result of the Reverse Merger, POP Trust, POP LP, and/or their respective affiliates (collectively, the “Public Reporting Entities”) may be subject to various public reporting obligations including, but not limited to, those imposed pursuant to the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, or, in each case, any regulations or administrative pronouncements promulgated thereunder.
The POP Trust and POP LP shall each have been duly formed, the Board shall have approved the Reverse Merger and the Reverse Merger shall have been consummated.