Ancillary Agreements definition

Ancillary Agreements means all agreements, certificates and other instruments delivered or given pursuant to this Agreement.

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Ancillary Agreements means the Assignment and Assumption Agreement and the ▇▇▇▇ of Sale.

Ancillary Agreements means, collectively, the Stockholder Agreement, the Escrow Agreement, the Bills of Transfer, the Sales Representative and Support Agreement, the agreements relating to the Patent Assignment, the Copyright Assignment and the Trademark Assignment, the Web-Top Sublicense and the Voting Agreements.

Examples of Ancillary Agreements in a sentence

The Company Board has taken all necessary action so that Parent will not be an “interested stockholder” or prohibited from entering into or consummating a “business combination” with the Company (in each case as such term is used in Section 203 of the DGCL) as a result of the execution of this Agreement, the Ancillary Agreements or the consummation of the Transactions in the manner contemplated hereby.
This Agreement (including any exhibits and schedules hereto), the Ancillary Agreements, and the Non-Disclosure Agreement dated February 8, 2026, between Parent and the Company (the “Confidentiality Agreement”) constitute the entire agreement, and supersede all other prior agreements, understandings, representations and warranties both written and oral, among the Parties, with respect to the subject matter of this Agreement.
Buyer and Buyer Merger Sub have all requisite partnership and limited liability company power and authority (as applicable) to execute and deliver the Ancillary Agreements to which they are or will be a party as of the date of their execution and deliver, to perform their respective obligations thereunder and to consummate the transactions contemplated in each case thereby.
All corporate, limited liability company or partnership actions required to be taken by Sellers, Seller Parent or the Company to authorize the execution, delivery and performance of the Ancillary Agreements have been duly and properly taken.
No approval, vote or consent (or other action) of the holders of equity interests of Buyer or Buyer Merger Sub or their Affiliates is required in connection with this Agreement or the Ancillary Agreements or any of the transactions contemplated hereby or thereby.

More Definitions of Ancillary Agreements

Ancillary Agreements has the meaning set forth in the Separation and Distribution Agreement.

Ancillary Agreements has the meaning set forth in Section 3.5.

Ancillary Agreements means the Employee Matters Agreement, the Trademark License Agreement, the Transition Services Agreement, the Tax Allocation Agreement, the Software License Agreement and the Retransmission Agreement.

Ancillary Agreements means the Escrow Agreement, the Transfer Tax Escrow Agreement, each MCE Management Agreement, and the instruments and other agreements required to be delivered pursuant to Sections 2.11 and 2.12, including any ▇▇▇▇ of Sale.

Ancillary Agreements shall have the meaning set forth in the Separation Agreement.

Ancillary Agreements means all of the written agreements, instruments, assignments or other written arrangements (other than this Agreement and the Distribution Agreement) entered into in connection with the transactions contemplated by this Agreement and the Distribution Agreement, including, without limitation, the Conveyancing and Assumption Instruments, the Data Services Agreements, the Intellectual Property Agreement, the Shared Transaction Services Agreements, the Tax Allocation Agreement and the Transition Services Agreement.

Ancillary Agreements means the Transition Services Agreement, TMA, EMA, IPA, Assignment and Assumption Agreement and any other instruments, assignments, documents and agreements executed in connection with the implementation of the transactions contemplated by this Agreement.