Certain Other Definitions. The following terms used herein shall have the meanings set forth below:
Certain Other Definitions. The following terms are defined in the respective Sections of this Agreement indicated: Affiliate Agreements Section 3.20 Agreed Amount Section 10.7(b) Agreement Recitals Base Purchase Price Section 2.6(a) Benefit Plan and Benefit Plans Section 3.14(a) Certificate of Formation Section 3.1(c) Claim Dispute Period Section 10.7(b) Claimed Amount Section 10.7(a) Closing Section 2.2 Closing Date Section 2.2 Closing Date Statement Section 2.8(b) Company Recitals Company Accounts Receivable Section 3.18(a) Company Closing Certificate Section 2.9(d) Company Confidential Information Section 7.2(a) Company Delivered Returns Section 3.11(a)(v) Company Financial Statements Section 3.5(a) Company Inbound IP Contract Section 3.16(d) Company Interim Balance Sheet Section 3.5(a) Company IT Systems Section 3.16(p) Company Leased Real Property Section 3.10(b) Company Major Customers Section 3.6(a) Company Major Suppliers Section 3.6(b) Company Material Contract Section 3.15(a) Company Outbound IP Contract Section 3.16(e) Company Real Property Lease Section 3.10(b) Company Required Consent Section 3.4(a) Company Returns Section 3.11(a)(i) Company Standard Form IP Agreements Section 3.16(h) Contested Amount Section 10.7(b) Continuing Affiliate Agreements Section 6.6 Dispute Notice Section 2.8(c)(i) Dispute Period Section 2.8(c)(i) Escrow Agreement Section 2.10(a) Escrow Balance Section 10.11(a) Equity Pool Interest Section 7.7 Estimated Closing Date Statement Section 2.8(a) Estimated Purchase Price Section 2.8(a) Final Purchase Price Section 2.8(d)(i) FIRPTA Affidavit Section 2.9(a)(viii) General Survival Date Section 10.1(a) Inbound IP Contract Section 3.16(d) Insurance Policies Section 3.17(a) Interim Period Section 6.1(a) Manager Section 2.9(a)(ii) Notice of Claim Section 10.7(a) Original Agreement Recitals Outside Date Section 11.1(b) Payment Agent Section 2.6(a) Payment Agent Agreement Section 2.6(c)(v) Payment Fund Section 2.6(a) Payoff Letters Section 2.9(a)(vi) Pending Claim Amount Section 10.11(a) Proprietary Information Section 3.16(h) Public Official Section 3.22(c) Purchase Price Section 2.6(a) Purchased Equity Recitals Purchaser Recitals Purchaser Accounts Receivable Section 3.18(a) Purchaser Closing Certificate Section 2.9(b)(v) Purchaser Prepared Returns Section 8.3 Private Placement Condition Section 9.2(g) Released Claims Section 7.4(a) Released Parties Section 7.4(a) Releasing Parties Section 7.4(a) Releasing Party Section 7.4(a) Response Notice Section 10.7...
Certain Other Definitions. As used in this Agreement, the following terms shall have the following respective meanings:
Certain Other Definitions. (a) “Affiliated Companies” shall include any company controlled by, controlling or under common control with the Company.
Certain Other Definitions. (i) For purposes of this Agreement, “
Certain Other Definitions. When used herein with its initial letter(s) capitalized, a term which is not defined in Section 1.1 shall be given the definition assigned to it elsewhere in this Agreement.
Certain Other Definitions. The following terms are defined in the respective Sections of the Agreement indicated: Defined Term Section Agreement Preamble Articles of Merger 2.3 Cash Consideration 3.1(c)(i) Cash Conversion Number 3.3(a)(i) Cash Electing Company Share 3.1(c)(i) Cash Election 3.1(c)(i) Cash Election Number 3.3(b) Certificate 3.1(c) Closing 2.2 Closing Date 2.2 Company Preamble 7 Company Benefit Plan 4.12(a) Company Benefit Plans 4.12(a) Company Common Stock 3.1(b) Company Disclosure Schedule Article IV Company Preferred Stock 4.2(a) Company Reimbursement Amount 8.3(b) Company Representatives 6.3(a) Company Required Statutory Approvals 4.4(a) Company Rights Recitals Company SEC Documents 4.5(a) Company SEC Financial Statements 4.5(c) Company Shareholder Approval 4.3(a) Company Shareholders’ Meeting 2.6(a)(i) Company Tax Returns 4.9 Company Termination Fee 8.3(a)(y) Company Union Contracts 4.13(a)(iii) Department of State 2.3 Disclosing Party 6.5(a) Effective Time 2.3 Electing Company Share 3.1(c)(ii) Election Deadline 3.2(b) Evercore 4.20 Exchange Agent 3.2(a) Excluded Shares 3.1(b) Financing 5.12 Financing Commitments 5.12 Form of Election 3.2(b) Indemnified Liabilities 6.8(a) Indemnified Parties 6.8(a) Indemnified Party 6.8(a) Leased Real Property 4.8(c) Merger Recitals Merger Consideration 3.1(c) Merger Sub Preamble Merger Sub Common Stock 3.1(a) Non-Electing Company Holder 3.4(b) Non-Electing Company Share 3.1(c)(iii) Owned Real Property 4.8(b) Parent Preamble Parent Disclosure Schedule Article V Parent Preferred Stock 5.2(a) Parent Registration Statement 2.6(a)(i) Parent Required Statutory Approvals 5.4(a) Parent SEC Documents 5.5(a) Parent SEC Financial Statements 5.5(c) Parent Stock Consideration 3.1(c)(ii) Parent Stock Issuance 2.6(a)(i) Parent Tax Returns 5.8 Proceeding 6.8(a) Proxy Statement/Prospectus 2.6(a)(i) PUHCA 5.9(b) Rights Agreement Recitals Rights Agreement Amendment Recitals Shortfall Number 3.3(c) Stock Electing Company Share 3.1(c)(ii) Stock Election 3.1(c)(ii) Superior Proposal Agreement 6.3(c)(y) Surviving Corporation Recitals
Certain Other Definitions. Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. The capitalized terms set forth below (in their singular and plural forms as applicable) shall have the following meanings:
Certain Other Definitions. Defined in Section “Automatic Conversion” 12.13 “Automatic Conversion Notice” 12.13 “Automatic Conversion Date” 12.13 “Bankruptcy Law 6.01 “Business Day” 10.07 “Cash Percentage” 12.12 “Closing Price” 12.05 “Conversion Agent” 2.03 “Conversion Right” 12.13 “Conversion Termination” 12.13 “Conversion Termination Date” 12.13 “Conversion Termination Notice” 12.13 “Conversion Termination Notice Date” 12.13 “Conversion Termination Trigger Event” 12.13 “Conversion Trigger Price” 12.01 “Current Market Price” 12.05 “Custodian” 6.01 “Designated Event Date” 4.06 “Designated Event Offer” 4.06 “Designated Event Offer Termination Date” 4.06 “Designated Event Payment” 4.06 “Designated Event Payment Date” 4.06 “Distribution Notice” 12.01 “Event of Default” 6.01 “Expiration Time” 12.05 “Fair Market Value” 12.05 “Global Security” 2.01 “Interest Make-Whole Payment” 12.13 “Legal Holiday” 10.07 “Non-electing Share” 12.06 “Paying Agent” 2.03 “Payment Blockage Notice” 11.03 “Purchased Shares” 12.05 “Record Date” 12.05 “Registrar” 2.03 “Securities” 12.05 “Trading Day” 12.05 “Trigger Event” 12.05
Certain Other Definitions. The following shall apply notwithstanding anything in this Agreement or the Plan to the contrary. The term “Change in Control” has the meaning given such term in Section 2(d) of the Spectra Energy Corp 2007 Long-Term Incentive Plan. The term “Subsidiaries” shall mean any entity that is wholly owned, directly or indirectly, by the Company, or any other affiliate of the Company that is so designated, from time to time, by the Committee.
