AGREEMENT AND PLAN OF definition

AGREEMENT AND PLAN OF. REORGANIZATION, dated as of February 4, 1996 (this "Agreement" or the "Reorganization Agreement"), by and between W. R. XXXXX & XO., a New York corporation ("Grace"), and FRESENIUS AG, an Aktiengesellschaft organized under the laws of the Federal Republic of Germany ("Fresenius AG").
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AGREEMENT AND PLAN OF. REORGANIZATION (With New York Tax-Free Trust) THIS AGREEMENT AND PLAN OF REORGANIZATION (the "Plan"), is made as of this 10th day of November, 2008, by and between Franklin Tax-Free Trust, a statutory trust created under the laws of the State of Delaware ("Tax-Free Trust"), with its principal place of business at Xxx Xxxxxxxx Xxxxxxx, Xxx Xxxxx, XX 00000-0000, on behalf of its series, Franklin Federal Limited-Term Tax-Free Income Fund ("Acquiring Fund"), and Franklin New York Tax-Free Trust, a statutory trust created under the laws of the State of Delaware ("Target Trust"), with its principal place of business at Xxx Xxxxxxxx Xxxxxxx, Xxx Xxxxx, XX 00000-0000, on behalf of its series, Franklin New York Limited-Term Tax-Free Income Fund ("Target Fund").
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AGREEMENT AND PLAN OF. REORGANISATION: an agreement between WEA, Westfield U.S. Investments Pty. Limited, Westfield Corporation Inc., Annatar Pty. Limited, the Trustee and Westfield America Management relating to various transactions connected with the restructuring of the ownership of WEA.
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Examples of AGREEMENT AND PLAN OF in a sentence

  • APPENDIX E FORM OF AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER, dated , 1999, to be effective as of the Closing Date (as defined below) (the "MERGER AGREEMENT"), is entered into by and among Pioneer Natural Resources Company, a Delaware corporation ("PIONEER"), Pioneer Natural Resources USA, Inc., a Delaware corporation and wholly-owned subsidiary of Pioneer ("PIONEER USA"), and each of the limited partnerships referred to below (the "PARTNERSHIPS").

  • SCHEDULE I AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER, dated as of December 30, 1997 (this "Merger Agreement"), is entered into by and among Pioneer AssetCo, Inc., a Texas corporation ("AssetCo"), and Pioneer NewSub2, Inc., a Delaware corporation ("NewSub2").

  • AGREEMENT AND PLAN OF MERGER AND REORGANIZATION BY AND AMONG EPUNK INC.

  • AGREEMENT AND PLAN OF REORGANIZATION This Agreement and Plan of Reorganization (“Agreement”) is made as of this __ day of ______, 20__ by and between [Name of Fund], a [state and form of organization] (the “Fund”), and [Name of Delaware statutory trust], a Delaware statutory trust (the “DE Trust”) (the Fund and the DE Trust are hereinafter collectively referred to as the “parties”).

  • Xxxxxxx Title: Senior Vice President SIGNATURE PAGE TO AGREEMENT AND PLAN OF MERGER SCHEDULE 1 RELATED PARTNERSHIPS Southwest Royalties Income Fund V, L.P. Southwest Royalties Income Fund VI, L.P. Southwest Oil & Gas Income Fund VII-A, L.P. Southwest Royalties Institutional Income Fund VII-B, L.P. Southwest Royalties, Inc.

  • IF NO SPECIFICATION IS MADE, THIS PROXY WILL BE VOTED FOR APPROVAL OF THE AGREEMENT AND PLAN OF MERGER AND WILL BE VOTED IN THE DISCRETION OF THE PROXIES ON ANY OTHER MATTERS WHICH MAY COME BEFORE THE MEETING.

  • AGREEMENT AND PLAN OF MERGER Signature Page IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in counterparts by their duly authorized officers, all as of the day and year first above written.

  • SIGNATURE PAGE FIRST AMENDMENT TO AGREEMENT AND PLAN OF REORGANIZATION ATTEST: AMERICAN CENTURY MUTUAL FUNDS, INC.

  • Employment Agreement Xxxxx Xxxxxx – Employment Agreement Xx XxXxxx - – Employment Agreement AGREEMENT AND PLAN OF MERGER This Agreement and Plan of Merger (“Agreement”) is made and entered into as of February 13, 2011, by and among: Anaren, Inc., a New York corporation (“Parent”), Project Orange Acquisition Corp., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”); and AML Communications, Inc., a Delaware corporation (the “Company”).

  • THE MERGER AGREEMENT AND PLAN OF MERGER This section of the proxy statement describes the material terms of the merger agreement and the plan of merger but does not purport to describe all of the terms of the merger agreement and the plan of merger.


More Definitions of AGREEMENT AND PLAN OF

AGREEMENT AND PLAN OF. REORGANIZATION PAGE 26 (e) incur or guarantee any obligation or liability (whether absolute, accrued, contingent or otherwise and whether due or to become due) material to WGB or pay, discharge or satisfy any Lien or liability (whether absolute, accrued, contingent or otherwise and whether due or to become due), other than liabilities shown on the balance sheet as of September 30, 1997 in the Financial Statements and immaterial liabilities incurred after the date thereof in the ordinary course of business in normal amounts, and no such payment, discharge or satisfaction shall be affected other than in accordance with the ordinary payment terms relating to the liability paid, discharged or satisfied;
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AGREEMENT AND PLAN OF. REORGANIZATION dated as of the 26th day of August, 1997 (the "Agreement") by and among Datalinc, Ltd., a Florida limited partnership ("Datalinc"), Fastcom, Ltd., a Florida limited partnership ("Fastcom") (Datalinc and Fastcom collectively referred to as the "Partnerships"), and Thrucomm, Inc., a Florida corporation ("Thrucomm").
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AGREEMENT AND PLAN OF. REORGANIZATION dated as of May 27, 1999 among GHS, INC., a Delaware corporation ("Parent"), CONCEPT ACQUISITION CORPORATION, a Delaware corporation and a direct, wholly-owned subsidiary of Parent ("Acquisition Sub") and CONCEPT DEVELOPMENT, INC., a Delaware corporation (the "Company"), XXXXXXX XXXXXX and XXXXXX XXXXXXX (the "Founders") and XXXXXX XXXXXXX (the "Stockholder"). The Boards of Directors of Parent, Acquisition Sub and the Company have each duly approved and adopted this Agreement, the Agreement of Merger in substantially the form of EXHIBIT A attached hereto (the "Agreement of Merger") and the proposed merger of Acquisition Sub with and into the Company in accordance with this Agreement, the Agreement of Merger and the Delaware General Corporation Law (the "Delaware Statute"), whereby, among other things, the issued and outstanding shares of common stock, no par value, of the Company (the "Company Common Stock"), will be exchanged and converted into the right to receive cash and shares of Series C preferred tock, $.01 par value, of Parent (the "Parent Preferred Stock") in the manner set forth in Article II hereof and in the Agreement of Merger, upon the terms and subject to the conditions set forth in this Agreement and the Agreement of Merger.
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AGREEMENT AND PLAN OF. REORGANIZATION PARTIES: XXXXXXXXXX.XXX, INC. a Pennsylvania corporation ("HealthAxis") 0000 XxXxxx Xxxx Xxxx Xxxxxxxx, XX 00000 PROVIDENT AMERICAN CORPORATION a Pennsylvania corporation ("Provident") 0000 XxXxxx Xxxx Xxxxxxxxxx, XX 00000 HEALTHAXIS ACQUISITION CORP. a Pennsylvania corporation ("Newco") 0000 XxXxxx Xxxx Xxxx Xxxxxxxx, XX 00000
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AGREEMENT AND PLAN OF. REORGANIZATION, dated as of October 10, 2006, among Washington Federal, Inc. ("Washington Federal"), Washington Federal Acquisition, Inc. ("Merger Sub") and First Federal Banc of the Southwest, Inc. ("FFSW").
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AGREEMENT AND PLAN OF. REORGANISATION: an agreement between CenterMark, Westfield U.S. Investments Pty. Limited, Westfield Corporation Inc., Annatar Pty. Limited, the Trustee and the Manager relating to various transactions connected with the restructuring of the ownership of CenterMark.
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Related to AGREEMENT AND PLAN OF

  • Agreement and Plan of Merger has the meaning set forth in the first recital above.

  • Amendment and Restatement Agreement means the Amendment and Restatement Agreement, dated as of January 29, 2016, among the Borrowers, the Lenders party thereto and the Administrative Agent.

  • Participation Agreement means, with respect to each Indenture, the "Participation Agreement" referred to therein.

  • Arrangement Agreement means the arrangement agreement dated as of April 18, 2019 between the Purchaser and the Company, including the schedules and exhibits thereto, providing for, among other things, the Arrangement, as the same may be amended, supplemented or restated.

  • Commercial Agreement means an agreement, other than an agency agreement, made between carriers and relating to the provision of their joint services for carriage of passengers by air;

  • Restatement Agreement means the Restatement Agreement to the Existing Credit Agreement, dated as of July 17, 2015, by and among the Borrower, the other Loan Parties, the Administrative Agent, the Lenders party thereto and the other parties thereto.

  • Existing Facility Agreement means the senior secured credit facility dated 26 October 2000 made between, inter alia, UPC Broadband, UPC Financing and Toronto Dominion (Texas) LLC as facility agent and the banks and financial institutions listed therein, as amended from time to time.

  • Data Sharing Agreement A formal agreement that documents what data is being shared and how the data can be used between the Parties. ‘‘Data Sharing Code of Practice” the code of practice issued by the Information Commissioner in respect to the sharing of personal data.

  • Original Facility Agreement means the facility agreement dated 19 December 2018 and made between, amongst others, (i) the Borrower, (ii) the Lenders, (iii) the Mandated Lead Arrangers, (iv) the Facility Agent and the SACE Agent and (v) the Security Trustee.

  • Consent and Agreement means the Manufacturer Consent and Agreement [____], dated as of even date with the Participation Agreement, of Airframe Manufacturer.

  • Financial Agreement means an agreement that meets the

  • Facility Agreements means the agreements of that name between the Issuer and different

  • Participation Agreements as defined in this Trust Supplement are the "Note Purchase Agreements" referred to in the Basic Agreement.

  • Reaffirmation Agreement means the Reaffirmation Agreement dated as of the Closing Date by the Borrower and the Guarantors to the Administrative Agent for the benefit of the Secured Parties.

  • Main Agreement means the part of this Agreement that commences on the first page and ends with but includes Schedule A, excluding Section 3(d) (which incorporates this Schedule C into the Agreement).

  • Construction Agreement as used in this subsection means an agreement between Seller and any contractor or subcontractor to install the System;

  • Existing Management Agreement means that certain management agreement between the Seller and the Existing Manager for the operation and management of the Hotel.

  • Commercial Agreements means all or any Agreement or Agreements with any third party including but not limited to broadcasting, media, sponsorship, marketing, merchandising, licensing and advertising, for the general promotion of each or any of the Clubs in the Competition and the Company, and which have the object of promoting the welfare and general commercial interest and increasing the financial resources of each of the Clubs, the Company and the Competition.

  • Acquisition Agreements means the Nexstar Acquisition Agreement and the Mission Acquisition Agreement, and “Acquisition Agreement” means the applicable agreement in the context used.

  • Amended Facility Agreement means the Facility Agreement as amended and supplemented by this Agreement.

  • Construction Management Agreement means the Construction Management Agreement, dated as of the date of the Common Agreement, between Construction Manager and the Project Company.

  • Foundation Agreement means the agreement dated the 20th February 1985 made between the Trustee, the Manager, Xxxxxxxx, Genting WA and Tileska providing for the subscription of Units and Options;

  • Guaranty Agreement means an agreement executed by the Guarantors in substantially the form of Exhibit F-2 unconditionally guarantying on a joint and several basis, payment of the Indebtedness, as the same may be amended, modified or supplemented from time to time.

  • Farm-In Agreement means an agreement whereby a Person agrees to pay all or a share of the drilling, completion or other expenses of one or more exploratory or development xxxxx (which agreement may be subject to a maximum payment obligation, after which expenses are shared in accordance with the working or participation interests therein or in accordance with the agreement of the parties) or perform the drilling, completion or other operation on such well or xxxxx as all or a part of the consideration provided in exchange for an ownership interest in an Oil and Gas Property.

  • Facility Agreement means the Facility Agreement referred to in Recital (A).

  • leasing agreement means an agreement by which one person (the lessor) grants a right to possession or control of an object (with or without an option to purchase) to another person (the lessee) in return for a rental or other payment;