Potential Acquisition definition
Examples of Potential Acquisition in a sentence
The provisions of this Section 3.6 shall remain in full force and effect notwithstanding (i) any investigation made by or on behalf of a Fifth Third Party or any Indemnified Party or (ii) the completion or termination of this Agreement, the Potential Acquisition and/or the Purchase.
Within ten (10) Business Days following the completion of the Potential Acquisition, the Corporation shall deliver to Fifth Third a certificate (together with reasonable supporting data), signed by a senior executive officer of the Corporation, certifying as to the percentage of the aggregate shares of common stock of the Corporation (including Class B Shares) owned by the Fifth Third Parties immediately following the Potential Acquisition (the “Post-Acquisition Ownership Percentage”).
Each Vantiv Party acknowledges that none of the Fifth Third Parties nor any person acting on their behalf has made any representation or warranty, express or implied, as to the accuracy or completeness of any information regarding the Fifth Third Parties furnished or made available to the Vantiv Parties and their representatives in connection with the Potential Acquisition, the Purchase or the other matters contemplated by this Agreement except as expressly set forth in this Agreement.
The consummation of the Potential Acquisition will not result in (i) the Corporation ceasing to be a publicly-traded holding company owning all of the Class A Units, (ii) the issuance of any equity securities of the Corporation other than Class A Shares or (iii) each Class B Unit failing to maintain economic equivalence with each Class A Share to the same extent as each Class B Unit was economically equivalent to each Class A Share as of the date hereof.
Pursuant to or immediately following the Potential Acquisition, all of the equity interests and assets of Worldpay and Worldpay's subsidiaries that the Corporation directly or indirectly acquires in the Potential Acquisition will be owned by Holding or a subsidiary of Holding.