Reorganization Documents. Each of the Tax Receivable Agreement (as such term is defined in the Registration Statement), the Greenlane Operating Agreement (as such term is defined in the Registration Statement) and the Registration Rights Agreement (as such term is defined in the Registration Statement) (collectively, the “Reorganization Documents”) has been duly authorized by each Greenlane Party, and when duly executed and delivered in accordance with its terms by each of the parties thereto, will constitute a valid and legally binding agreement of each Greenlane Party to the extent a party thereto, enforceable against such Greenlane Party in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency or similar laws affecting creditors’ rights generally or by equitable principles relating to enforceability.
Reorganization Documents. AHM and New Holdco will provide the Company and its counsel with a reasonable opportunity to review and comment on all material agreements, certificates and other material documents prepared or executed by either AHM or New Holdco in connection with the Reorganization and the transactions contemplated thereby.
Reorganization Documents. The Reorganization Documents, duly executed and in form and substance reasonably satisfactory to the Buyer.
Reorganization Documents. Post, SpinCo, any additional signatories thereto, as applicable, and BellRing and their respective counsel shall be given a reasonable opportunity to review and consult on the documents and instruments used to effect the Separation prior to the execution and delivery or finalization thereof. All documents and instruments used to effect the Separation will be in form and substance reasonably satisfactory to Post, SpinCo, any additional signatories thereto, as applicable, and BellRing.
Reorganization Documents. Each Party hereto shall not, and shall cause its respective Affiliates not to, bring any claim (including for breach of any warranty, representation, undertaking, covenant or indemnity relating to the transactions contemplated hereby) against the other Party hereto or any of its Affiliates in respect of or based upon any of the Reorganization Documents, except to the extent necessary to enforce any transfer of Equity Interests, assets or assumption of Liabilities in a manner consistent with the terms of this Agreement. All such claims (except as referred to above) shall be brought and be subject to the provisions, rights and limitations set out in this Agreement and such Reorganization Document and no Party hereto shall be entitled to recover Losses or obtain payment, reimbursement, restitution or indemnity under or pursuant to any of the Reorganization Documents (but without prejudice to the establishment of the existence of the claim hereunder).
Reorganization Documents. It is understood and agreed that this Agreement has been entered into in connection with the transactions contemplated by (i) the Capital Contribution Agreement ("Subscription Agreement") between Gila River Telecommunications, Inc., a corporation formed pursuant to Gila River Indian Community Resolution Number 91-175 (the "Corporation") and Associated Telecommunications and Technologies, Inc. ("ATTI"); (ii) the Stock Redemption Agreement (the "Redemption Agreement") by and between the Corporation and Gila River Indian Community ("GRIC"); (iii) the Assignment and Assumption Agreement (the "Assignment and Assumption Agreement") by and between Dobson Cellular of Xxxxxxa, Inc. ("DCA") and Borrower; (iv) the Second Amended and Restated Partnership Agreement ("Partnership Agreement") of Gila River Cellular General Partnership (the "Partnership") by and between Borrower and DCA; and (v) the Purchase Agreement (the "Purchase Agreement") by and among Aztel, Inc., the Corporation, U.S. West NewVector Group, Inc., Tohono O'odham Utility Authoxxxx xxd DCA (the Subscription Agreement, the Redemption Agreement, Assignment and Assumption Agreement, the Partnership Agreement and the Purchase Agreement together, the "Reorganization Documents") and that drafts of the Reorganization Documents have been provided to the Borrower and DOC. If any of the transactions contemplated by the Reorganization Documents should fail to occur, then this Agreement and the transactions contemplated hereby shall be null and void and of no further force or effect.
Reorganization Documents. All documents, instruments and agreements which are to be entered into in accordance with the Reorganization, all in form and substance satisfactory to the Agent and the Banks.
Reorganization Documents. As of the Closing Date, none of the Reorganization Documents has been altered, amended or otherwise modified or supplemented or any condition thereof waived, in any case, if it would be adverse to the Lenders, in a manner inconsistent with the Plan of Reorganization or without the prior written consent of the Agent.
Reorganization Documents. Enter into or agree to any amendment or modification of the Merger Agreement, the Spin-Off Agreement or the LLP Partnership Agreement, or waive or release any material rights or benefits of the Company thereunder.
Reorganization Documents. 101 5.20 Inventory and Accounts..............................................................101 5.21 Representations Concerning Cash Management System...................................102
