Acquired Scripts has the meaning set forth in Section 2.6(b).
Acquired Entities means the Company and each of its Subsidiaries, collectively.
Acquired Assets has the meaning set forth in Section 2.1.
Acquired Companies means, collectively, the Company and the Company Subsidiaries.
Amplification, transmission and distribution equipment means, but is not limited to, production,
Company Financial Statements has the meaning set forth in Section 3.6(a).
Buyer Financial Statements shall have the meaning set forth in Section 4.6.
Purchaser Financial Statements shall have the meaning specified in Section 4.8.1.
Company Financials means the Audited Financial Statements and the Interim Financial Statements.
Seller Financial Statements has the meaning set forth in Section 3.5(a).
Buyer Group Member means Buyer and its Affiliates and their respective successors and assigns.
Rule 482 Statement means a document that contains the number of Securities issued, the offering price and any other items dependent upon the offering price, prepared in accordance with the provisions of Rule 482 of the 1933 Act, a copy of which shall be attached as Schedule D hereto. “Statutory Prospectus” as of any time means the prospectus relating to the Securities that is included in the Registration Statement immediately prior to that time, including any document incorporated by reference therein. Each preliminary prospectus and the prospectus filed as part of the effective Registration Statement or as part of any amendment thereto, or filed pursuant to Rule 497 under the 1933 Act, complied when so filed in all material respects with the Rules and Regulations and each preliminary prospectus and the Prospectus delivered to the Underwriters for use in connection with this offering was identical to the electronically transmitted copies thereof filed with the Commission pursuant to XXXXX, except to the extent permitted by Regulation S-T. If a Rule 462(b) Registration Statement is required in connection with the offering and sale of the Securities, the Fund has complied or will comply with the requirements of Rule 111 under the 1933 Act Rules and Regulations and Rule 3a of the Commission’s Internal and Other Procedures (“Rule 3a”) relating to the payment of filing fees thereof. The Fund, subject to the Registration Statement having been declared effective and the filing of the Prospectus under Rule 497, has taken all required action under the 1933 Act, the 1940 Act, the Securities and Exchange Act of 1934, as amended (the “1934 Act”) and the Rules and Regulations to make the public offering and consummate the sale of the Securities as contemplated by this Agreement.
Closing Financial Statements has the meaning set forth in Section 6.22.
Acquired Subsidiaries means Subsidiaries of the Failed Bank acquired pursuant to Section 3.1.
After-Acquired Intellectual Property has the meaning assigned to such term in Section 4.02(d).
Target Financial Statements has the meaning set forth in Section 3.4.
Certified scale weigh ticket means a weigh ticket that has been issued by a
Acquired Corporations means the Company and each of its Subsidiaries, collectively.
COVID-19 case means a person who:
COVID-19 means SARS-CoV-2 or COVID-19, and any evolutions thereof or related or associated epidemics, pandemic or disease outbreaks.
Required Financial Statements has the meaning assigned to such term in Section 5.04(2).
IPS means Integrated Payment Systems Inc., a Delaware corporation and its successors.
Buyer Group has the meaning set forth in Section 15.1.
Statutory Financial Statements means, with respect to any Party, the annual and quarterly statutory financial statements of such Party filed with the Governmental Body charged with supervision of insurance companies in the jurisdiction of domicile of such Party to the extent such Party is required by Applicable Law to prepare and file such financial statements.
Company Balance Sheet Date means December 31, 2016.
Parent Financial Statements has the meaning set forth in Section 4.6(a).
Year-End Financial Statements has the meaning set forth in Section 3.06.