Rook definition
Examples of Rook in a sentence
Rook and its Subsidiaries have maintained complete and accurate books and records, including records of payments to any agents, consultants, representatives, third parties and government officials.
Subject to applicable Law, this Agreement may be amended, modified or supplemented by the parties at any time prior to the Effective Time, whether before or after Rook Stockholder Approval and/or ▇▇▇▇▇▇ Stockholder Approval has been obtained.
Notwithstanding anything in this Agreement to the contrary, until the Effective Time, this Agreement may not be amended, supplemented, restated, modified, waived or terminated (and the Company may not agree to any of the foregoing) without the prior written consent of Rook (it being expressly agreed that Rook shall be a third party beneficiary of this Section 5.03).
The proxy and power of attorney granted pursuant to Section 2.2 by each Stockholder shall be irrevocable during the Voting Period, shall be deemed to be coupled with an interest sufficient in law to support an irrevocable proxy and shall revoke any and all prior proxies granted by such Stockholder with regard to such Stockholder’s Owned Shares and such Stockholder acknowledges that the proxy constitutes an inducement for Rook, ▇▇▇▇▇▇ and Merger Sub to enter into the Merger Agreement.
The 2017 Rook Incremental Term B Loan Commitments shall automatically terminate upon the earlier of (x) the making of the applicable 2017 Rook Incremental Term B Loans thereunder on the 2017 Rook Incremental Funding Date and (y) September 1, 2017.
Subject to applicable Law, this Agreement may be amended, modified or supplemented by the parties at any time prior to the Effective Time, whether before or after Rook Stockholder Approval and/or B▇▇▇▇▇ Stockholder Approval has been obtained.
No Rook Participant is entitled to any gross-up, make whole or other additional payment from Rook or any of its Subsidiaries in respect of any additional Tax imposed under Section 409A.
No written notice of cancellation or termination has been received with respect to any existing material insurance policy, nor, to the knowledge of Rook, will any such cancellation or termination result from the consummation of the transactions contemplated hereby, other than, in each case, as would not, individually or in the aggregate, have a Rook Material Adverse Effect.
Rookie Contracts for players selected in rounds three through seven and Undrafted Rook- ies may contain performance incentives based upon achievement of an agreed-upon offensive or defensive regular season playtime percentage (calculated by dividing the player’s total regular season plays (offensive or defensive) by the Club’s total regular season plays) of at least (i) 15% in the first year of his initial contract or (ii) 30% in any subsequent year of such a contract.
No broker, investment banker, financial advisor or other Person, other than Evercore Group L.L.C. (the “Rook Financial Advisor”), the fees and expenses of which will be paid by Rook, is entitled to any broker’s, finder’s, financial advisor’s or other similar fee or commission in connection with the transactions contemplated by this Agreement based upon arrangements made by or on behalf of Rook or any of its Affiliates.