SIMULTANEOUS EFFECTIVENESS. This Agreement and each of the other Transaction Documents shall (i) be executed simultaneously and at such time shall be valid and binding obligations of each of the parties and signatories thereto and (ii) simultaneously be consummated at the Closing.
SIMULTANEOUS EFFECTIVENESS. For purposes of this Agreement, the "EFFECTIVE TIME" is the time at which the transactions contemplated under the Note Purchase Agreements, which take place simultaneously, are effective.
SIMULTANEOUS EFFECTIVENESS. 21 10.13. Counterparts................................................ 22 -ii- EXHIBIT A Form of Company Purchase Agreement EXHIBIT B Form of Opinion of Counsel EXHIBIT C Form of Founders Purchase Agreement EXHIBIT D-1 Form of Xxxxxxx Voting Agreement EXHIBIT D-2 Form of Flemings Voting Agreement EXHIBIT E Form of TSP Voting and Option Agreement INDEX
SIMULTANEOUS EFFECTIVENESS. 21 9.15. Counterparts...................................................................... 21 -ii- EXHIBIT A Form of Company Purchase Agreement EXHIBIT B Form of TSP Purchase Agreement EXHIBIT C-1 Form of Xxxxxxx Voting Agreement EXHIBIT C-2 Form of Flemings Voting Agreement EXHIBIT D Form of TSP Voting and Option Agreement SCHEDULE I List of Stockholders and Allocation of Purchase Price Among Stockholders SCHEDULE 2.1(c) Additional Securities Beneficially Owned by Stockholders SCHEDULE 2.1(d) Convertible Securities Beneficially Owned by Stockholders SCHEDULE 4.1(b) Exercise of Options; Transfer of Options INDEX
SIMULTANEOUS EFFECTIVENESS. For purposes of this -------------------------- Agreement, the "Effective Time" is the time at which the transactions contemplated under the Exchange Agreement, which take place simultaneously, are effective.
SIMULTANEOUS EFFECTIVENESS. 64 13.12. Counterparts............................................................................. 64 13.13. Joint and Several Obligations............................................................ 64 EXHIBIT A Form of Warrant EXHIBIT B Certificate of Incorporation of the Company EXHIBIT C Bylaws of the Company EXHIBIT D Form of Amendment to 1997 Stock Option Plan EXHIBIT E Form of Opinion of Counsel EXHIBIT F Form of Registration Rights Agreement EXHIBIT G Form of Flemings Conversion Agreement EXHIBIT H Form of Founders Purchase Agreement EXHIBIT I-1 Form of Xxxxxxx Voting Agreement EXHIBIT I-2 Form of Flemings Voting Agreement EXHIBIT J Form of TSP Voting and Option Agreement EXHIBIT K Form of TSP Purchase Agreement Schedule 3.2 Subsidiaries Schedule 3.3(a) Holders of Series A Preferred Stock Schedule 3.3(b) Employee Stock Option Plans Schedule 3.3(c) Conversion and Preemptive Rights Schedule 3.5 Consents and Approvals Schedule 3.6 Defaults, Conflicts, etc. Schedule 3.8 Certain Developments Schedule 3.9 Compliance with Law Schedule 3.10 Litigation Schedule 3.11 Material Contracts Schedule 3.12 Undisclosed Liabilities Schedule 3.13(a) Labor Relations Schedule 3.14(a) Employee Benefit Plans Schedule 3.14(n) Change in Control Benefits Schedule 3.14(o) Equity-Based Compensation and Related Plans Schedule 3.15 FCC Licenses Schedule 3.16(a) Owned Real Property Schedule 3.16(b) Leased Real Property Schedule 3.16(c) Assessed Values of Owned Real Property Schedule 3.18 Environmental Matters Schedule 3.19(a) Intellectual Property - Applications and Registrations/Patents Schedule 3.19(b) Intellectual Property - Claims Schedule 3.19(c) Intellectual Property - Licenses Schedule 3.20 Year 2000 Schedule 3.21(b) Certain Unfiled Tax Returns Schedule 3.22 Insurance Schedule 3.23 Transactions with Related Parties Schedule 3.33 Employment Agreements Schedule 5.2(c) Certain Recipients of Employee Stock Options INDEX
SIMULTANEOUS EFFECTIVENESS. For purposes of this Agreement, the "Effective Time" is the time of the Closing, as defined in the Exchange Agreement.
