Ancillary Transaction Documents definition

Ancillary Transaction Documents means the Escrow Agreement, Escrowed Shares Escrow Agreement, Supplemental Escrow Agreement, Non- Competition Agreements and Registration Rights Agreement;"
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Ancillary Transaction Documents means the Restrictive Covenant Agreements, the Registration Rights and Lock-Up Agreement, Distribution Participation Award Settlement Agreements, Transition Services Agreement, Deferred Cash Consideration Note, Intercreditor Agreement, Deferred Cash Consideration Mortgage, Parent Guaranty and any other document, instrument, filing or record contemplated hereby or thereby.
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Ancillary Transaction Documents means the Escrow Agreement, Escrowed Shares Escrow Agreement, Supplemental Escrow Agreement, Non-Competition Agreements and Registration Rights Agreement;"
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Examples of Ancillary Transaction Documents in a sentence

  • Except for consents or approvals obtained prior to the date of this Agreement, no consent, approval, order, authorization, release or waiver of, or registration, declaration or filing with, any Governmental Entity or other Person is necessary or required to be made or obtained by such Seller to enable such Seller to lawfully execute and deliver, enter into, and perform its obligations under this Agreement and each of the Ancillary Transaction Documents to which such Seller is a party.

  • The Escrowed Funds and the previously paid $100,000 deposit (“Deposit”) shall constitute payment for the Purchase Price for the purchase of the Subject Shares and the Seller shall deposit with the Escrow Agent the Share Issuance Documents and all other Ancillary Transaction Documents.

  • Xxxx, Xxq., an attorney with the law firm of Sims Xxxs Kline & Davix, X.L.P., Atlanta, Georgia, and that such attorney is duly authorized to practice law in the State of Georgia and has served as counsel for HomeCom in connection with the transaction evidenced by the Transaction Document and the Ancillary Transaction Documents.

  • Xxxxx acknowledges that, except for the representations and warranties contained in this Agreement and the Ancillary Transaction Documents, none of ELFS, or any Seller hereby makes any other express or implied representation or warranty hereunder with respect to ELFS or the transaction.

  • The execution and delivery by each of Parent, Purchaser, Merger Sub 1 and Merger Sub 2 of this Agreement and each Ancillary Transaction Document to which it is a party, and the consummation of the transactions contemplated hereby and thereby, have been duly authorized by all necessary action, and no other proceedings, approvals, or votes are necessary to authorize this Agreement or the Ancillary Transaction Documents or to consummate the Acquisition.

  • Notwithstanding the foregoing, the limitations on liability in this Section 9.2 shall not (A) apply to any Loss arising out of Section 9.2(a) in respect of Sections 6.1, 6.2 or 6.7, Section 9.2(b) through (f), or any fraudulent act committed by Buyer in connection with the transactions contemplated by this Agreement; or (B) operate as or be construed as limitations on Buyer’s obligation to pay the Purchase Price or liability under any of the Ancillary Transaction Documents.

  • Xxxxx acknowledges that none of the Sellers or any other person has made any representation or warranty, expressed or implied, as to the accuracy or completeness of any information regarding ELFS and the Company Business, in each case except as expressly set forth in this Agreement and the Ancillary Transaction Documents, and all other representations and warranties are expressly disclaimed by Sellers.

  • This Agreement, including the Schedules and Exhibits hereto, the Ancillary Transaction Documents, and the other documents referred to herein and therein, constitute the entire agreement among the Parties and supersede any prior understandings, agreements, or representations by or among the Parties, written or oral, to the extent they relate in any way to the subject matter hereof.

  • In connection with our representation of the Shareholders, we have assisted the Shareholders in connection with the preparation, execution and delivery of the Transaction Document and the Ancillary Transaction Documents and are familiar with the certain steps taken 155 by the Shareholders in connection therewith.

  • The information regarding exit seating must be printed on the card in the languages in which briefings and oral commands are given by the crew.


More Definitions of Ancillary Transaction Documents

Ancillary Transaction Documents means (a) the Beneficiary Letters (b) the Purchase of Minority Interest Documentation; (c) the Collotype Labels International RSA Share Subscription; (d) the Completion Shares Allocation Certificate; (e) the Confirmation Statement; (f) the Intercompany Loan; (g) the Divestiture Plan; (h) the MD Divestiture Plan;
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Ancillary Transaction Documents means the Letters of Transmittal, the Escrow Agreement and the Payments Agreement.
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Ancillary Transaction Documents has the meaning specified in Schedule A.
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Related to Ancillary Transaction Documents

  • Other Transaction Documents means the Transaction Documents other than this Agreement.

  • Equity Line Transaction Documents means this Agreement and the Registration Rights Agreement.

  • Acquisition Documents means the Acquisition Agreement, all other agreements to be entered into between or among the Acquired Company or its Affiliates and the Borrower or its Affiliates in connection with the Acquisition and all schedules, exhibits and annexes to each of the foregoing and all side letters, instruments and agreements affecting the terms of the foregoing or entered into in connection therewith.

  • Transaction Documents means this Agreement, the Warrants, all exhibits and schedules thereto and hereto and any other documents or agreements executed in connection with the transactions contemplated hereunder.

  • Ancillary Documents means each agreement, instrument or document attached hereto as an Exhibit, and the other agreements, certificates and instruments to be executed or delivered by any of the Parties hereto in connection with or pursuant to this Agreement.

  • Ancillary Document has the meaning assigned to it in Section 9.06(b).

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

  • Buyer Documents has the meaning set forth in Section 5.2.

  • Permitted Acquisition Documents means with respect to any acquisition proposed by the Borrower or any Subsidiary Guarantor, final copies or substantially final drafts if not executed at the required time of delivery of the purchase agreement, sale agreement, merger agreement or other agreement evidencing such acquisition, including, without limitation, all legal opinions and each other document executed, delivered, contemplated by or prepared in connection therewith and any amendment, modification or supplement to any of the foregoing.

  • Purchaser Documents has the meaning set forth in Section 6.2.

  • Buyer Ancillary Agreements means all agreements, instruments and documents being or to be executed and delivered by Buyer under this Agreement or in connection herewith.

  • Seller Ancillary Documents means any certificate, agreement, document or other instrument, other than this Agreement, to be executed and delivered by the Seller or any Affiliate of the Seller in connection with the transactions contemplated hereby, including, but not limited to the Transaction Documents.

  • Fundamental Documents means, with respect to a corporation, the charter and bylaws (each as amended) or, with respect to any other Person, the documents by which such Person (other than an individual) establishes its legal existence or which govern its internal affairs.

  • Reorganization Documents means the Reorganization Agreement, this Agreement, the Holdco LLC Agreement, the Tax Receivable Agreement, the Exchange Agreement, the Registration Rights Agreement, the Employee Equity Letters, the MIP and the Equity Purchase Agreements.

  • Formation Documents means, collectively, the Issuer LLC Agreement, the Issuer Certificate of Formation and any other document pursuant to which the Issuer is formed or governed, as each may be amended or supplemented from time to time.

  • Transaction Document means any agreement, document, certificate or instrument delivered pursuant to or in connection with this Agreement or the transactions contemplated hereby.

  • Transaction Agreements means the Securities Purchase Agreement, the Debentures, the Joint Escrow Instructions, the Security Agreement, the Registration Rights Agreement, and the Warrants and includes all ancillary documents referred to in those agreements.

  • Seller Ancillary Agreements means all agreements, instruments and documents being or to be executed and delivered by Seller under this Agreement or in connection herewith.

  • Purchase Documents The mortgage purchase agreements between Xxxxxxx Mac and its Mortgage sellers and servicers, which are the contracts that govern the purchase and servicing of Mortgages and which include, among other things, the Guide and any negotiated modifications, amendments or supplements to the Guide.

  • Company Ancillary Agreements means, collectively, each certificate to be delivered on behalf of the Company by an officer or officers of the Company at the Closing pursuant to Article VII and each agreement or document (other than this Agreement) that the Company is to enter into as a party thereto pursuant to this Agreement.

  • Seller Documents has the meaning set forth in Section 3.2.

  • Ancillary Agreement has the meaning set forth in the Separation Agreement.

  • Transaction Agreement has the meaning set forth in the recitals.

  • Related Agreements means the Deeds, each Assignment and Assumption of Lease, the Xxxx of Sale, the Assignment and Assumption Agreement, the Asset Demarcation Agreement, the Easements, the Interconnection Agreements, the Transition Services Agreement, the Release of Mortgage Indenture, the Guaranties, the Escrow Agreement and the other agreements, certificates and documents to be delivered pursuant to this Agreement.

  • Permitted Securitization Documents means all documents and agreements evidencing, relating to or otherwise governing a Permitted Securitization Financing.

  • Constitutive Documents means the Trust Deed or such other documents as defined in the Regulations.