Exchange Effective Time definition

Exchange Effective Time has the meaning set forth in Section 8.01(g).
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Exchange Effective Time shall have the meaning given in the Recitals.
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Exchange Effective Time has the meaning set forth in Section 2.04(a)(i).
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Examples of Exchange Effective Time in a sentence

  • PRISA shall use its reasonable best efforts to ensure the F-6s are declared effective under the Securities Act prior to the Exchange Effective Time.

  • Section 4.2(f) of the Business Combination Agreement is hereby deleted in its entirety and replaced with the following: “Any portion of the Exchange Fund that remains unclaimed by the Liberty Virginia Stockholders or the Liberty Warrantholders for six months after the Exchange Effective Time shall be returned to PRISA.

  • PRISA shall take all necessary action to submit to the shareholders of PRISA, Nicolas Bergruen and Xxxxxx Xxxxxxxx for election to the PRISA Board effective as of the Exchange Effective Time.

  • Consideration/Acquisition & Exchange; Effective Time The Acquisition shall become effective ("Effective Time") upon Court approval and the subsequent delivery of the Assignment from Receiver duly executed representing 100% of the Assets (sometimes hereinafter called "the assets") and delivery of the following consideration by RMR to Receiver: 1.

  • At the Exchange Effective Time, PRISA shall exchange its securities for all Liberty Warrants that are outstanding immediately prior thereto, in consideration for (a) the delivery by PRISA of PRISA Shares and (b) the payment by Liberty Virginia of cash, in each case in accordance with the terms of the Warrant Amendment Agreement (collectively, the “Warrant Consideration”), and PRISA shall receive from Liberty Virginia an omnibus certificate representing all of the Liberty Warrants from Liberty Virginia.

  • Not later than 48 hours prior to the Closing, Liberty shall deliver to the Trustee advance notice of the Exchange Effective Time in the form required by the IM Trust Agreement, a copy of such notice to be provided to PRISA promptly following such delivery.

  • Prior to the Closing, Liberty shall, and shall cause Liberty Virginia to, obtain the resignation of each of the officers and members of the Board of Directors of Liberty Virginia effective upon the Exchange Effective Time.

  • At and after the Exchange Effective Time, each share of PRISA Capital Stock issued and outstanding immediately prior to the Closing Date shall remain an issued and outstanding share of PRISA Capital Stock and shall not be affected by the Share Exchange.


More Definitions of Exchange Effective Time

Exchange Effective Time means 10:00 a.m. New York time on the Business Day prior to the Closing Date, which shall be the effective time of the contribution and exchange of the Company Ordinary Shares held by Parent and exchanged for Holdco Ordinary Shares, as contemplated under the Exchange Agreement.
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Exchange Effective Time has the meaning specified in Section 2.02(g).
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Exchange Effective Time shall have the meaning set forth in Section 1.6(a).
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Exchange Effective Time means the time on which the issuance of the new Holdco Ordinary Shares and Holdco Redeemable B Shares pursuant to the Holdco Delegate Resolutions is effective on the Closing Date, which shall be the effective time of the contribution and exchange of the Company Ordinary Shares held by the Company Shareholders and exchanged for Holdco Shares, as applicable and as contemplated under the Exchange Agreements, and which shall occur immediately following the Merger Effective Time.
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Exchange Effective Time means the time on which the issuance of the new Holdco Ordinary Shares and Holdco Redeemable B Shares pursuant to the Holdco Delegate Resolutions is effective on the Closing Date, which shall be the effective time of the contribution and exchange of Procaps Ordinary Shares held by Procaps Shareholders and exchanged for Holdco Ordinary Shares and, in the case of IFC, Holdco Ordinary Shares and Holdco Redeemable B Shares, as applicable and as contemplated under the Exchange Agreements, and which shall occur immediately following the consummation of the Merger and the redemption of all the Holdco Redeemable A Shares.
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Related to Exchange Effective Time

  • Merger Effective Time means “Effective Time,” as that term is defined in the Merger Agreement.

  • First Effective Time has the meaning specified in Section 2.02.

  • Effective Time has the meaning set forth in Section 2.2.

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).

  • Distribution Effective Time has the meaning set forth in the Separation Agreement.

  • Exchange Time means the time at which the right to exercise the Rights shall terminate pursuant to Section 3.1(c) hereof.

  • Effective Time of the Merger means the time as of which the Merger becomes effective, which shall occur on the Funding and Consummation Date.

  • Merger Closing means the “Closing” as defined in the Merger Agreement.

  • Offer Closing Date has the meaning set forth in Section 1.01(f).

  • Fundamental Change Effective Date means the date on which any Fundamental Change becomes effective.

  • Share Exchange Event shall have the meaning specified in Section 14.07(a).

  • Merger Date means the closing date of a Merger Event or, where a closing date cannot be determined under the local law applicable to such Merger Event, such other date as determined by the Calculation Agent.

  • Per Share Merger Consideration has the meaning set forth in Section 3.1(a).

  • Parent RSU means each restricted stock unit representing the right to vest in and be issued shares of Parent Common Stock by Parent, whether granted by Parent pursuant to a Parent Equity Plan, assumed by Parent in connection with any merger, acquisition or similar transaction or otherwise issued or granted and whether vested or unvested.

  • Second Effective Time has the meaning specified in Section 2.02.

  • Exchange Event means with respect to any Global Registered Receipt:

  • Make-Whole Fundamental Change Effective Date means (A) with respect to a Make-Whole Fundamental Change pursuant to clause (A) of the definition thereof, the date on which such Make-Whole Fundamental Change occurs or becomes effective; and (B) with respect to a Make-Whole Fundamental Change pursuant to clause (B) of the definition thereof, the applicable Redemption Notice Date.

  • Company Share means one share of common stock of the Company, $0.01 par value per share.

  • Initial Merger Consideration has the meaning set forth in Section 2.2(a).

  • Merger Effective Date means the date on which the Merger is consummated.

  • Merger Sub Common Stock means the shares of common stock, par value $0.001 per share, of Merger Sub.

  • Fundamental Change Expiration Time shall have the meaning specified in Section 16.02(b)(ix).

  • Aggregate Merger Consideration has the meaning set forth in Section 2.1(a).

  • Surviving Corporation Common Stock has the meaning set forth in Section 1.7(a).

  • Termination Time means the time at which the right to exercise Rights shall terminate pursuant to Section 5.1;

  • Share Acquisition Date means the first date of public announcement (which, for purposes of this definition, shall include, without limitation, a report filed pursuant to Section 13(d) of the Exchange Act) by the Company or an Acquiring Person that an Acquiring Person has become such.