ARC Transaction Agreement definition

ARC Transaction Agreement has the meaning set forth in the Recitals.

Examples of ARC Transaction Agreement in a sentence

  • In addition, the Investor shall keep the special committee of the board of directors of the Company reasonably informed of any material developments relating to the closing of the transactions contemplated by the ARC Transaction Agreement and the MIPA.

  • Apollo shall, and shall cause its Affiliates, to use their reasonable best efforts to take or cause to be taken all actions, and promptly do or cause to be done, all things necessary, proper or advisable in order to effectuate the provisions and purposes of the ARC Transaction Agreement and to consummate the transactions contemplated thereby.

  • All fees, costs and expenses incurred under or in connection with this Section 4.14(f) shall be borne by ARC (in accordance with its obligations pursuant to Section 4.16 of the ARC Transaction Agreement) and the Sellers (other than the fees charged in the ordinary course of performance under any New Contract, which shall be borne by the party to such contract).

  • The conditions set forth in Article V of the ARC Transaction Agreement shall have been satisfied or waived and the closing under the ARC Transaction Agreement shall have occurred.

  • By no later than ten (10) days after the date hereof, the Sellers, the Acquired Companies and Apollo shall, in cooperation with ARC and Newco, in accordance with their obligations pursuant to Section 4.16(b) of the ARC Transaction Agreement, appoint a transition team to cooperate in good faith to develop, and such transition team shall develop, a plan for the separations described in Section 4.14(c) and Section 4.14(d) so as to minimize the adverse impact of such separation on the businesses of each.

  • In addition, each Investor shall keep the special committee of the board of directors of the Company reasonably informed of any material developments relating to the closing of the transactions contemplated by the ARC Transaction Agreement and the MIPA.

Related to ARC Transaction Agreement

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

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

  • Alternative Acquisition Agreement shall have the meaning set forth in Section 6.5(c).

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

  • Acquisition Agreement means a letter of intent, agreement in principle, merger agreement, acquisition agreement, option agreement or other similar agreement.

  • Company Acquisition Agreement has the meaning set forth in Section 5.04(a).

  • Restructuring Agreement shall have the meaning set forth in the recitals.

  • SPAC Transaction means a transaction or series of related transactions by merger, consolidation, share exchange or otherwise of the Company with a publicly traded “special purpose acquisition company” or its subsidiary (collectively, a “SPAC”), immediately following the consummation of which the common stock or share capital of the SPAC or its successor entity is listed on the Nasdaq Stock Market, the New York Stock Exchange or another exchange or marketplace approved by the Board of Directors, including a majority of the Preferred Directors.

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

  • Formation Agreement has the meaning attributed to it in Recital A;

  • Specified Acquisition Agreement Representations means such of the representations and warranties in the Acquisition Agreement made by the Acquired Company with respect to the Acquired Company and its subsidiaries as are material to the interests of the Lenders, but only to the extent that the Borrower (and/or its applicable Affiliate) has the right to terminate its and/or such Affiliate’s obligations under the Acquisition Agreement as a result of a breach of such representations in the Acquisition Agreement.

  • Merger Agreement has the meaning set forth in the Recitals.

  • Parent Agreement has the meaning given to it in Clause 12;

  • Termination Agreement has the meaning set forth in the Recitals.

  • 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.

  • Combination Agreement has the meaning in the recitals hereto.

  • Novation Agreement means a legal instrument—

  • Factoring Agreement means an agreement by and between a Borrower or a Subsidiary of a Borrower and a Factoring Company pursuant to which a Borrower or such Subsidiary shall, pursuant to customary terms for the size and type of transaction involved, sell, transfer and assign its rights, title and interests in certain accounts receivable, specifically identified therein, to a Factoring Company.

  • Asset Transfer Agreement means the asset transfer agreement dated September 12, 2014 between Centurion Real Estate Opportunities Trust and Centurion Apartment REIT pursuant to which Centurion Apartment REIT seeded the initial portfolio of Centurion Real Estate Opportunities Trust.

  • Subsequent Transfer Agreement A Subsequent Transfer Agreement substantially in the form of Exhibit P hereto, executed and delivered by the Sellers, the Depositor and the Trustee as provided in Section 2.01(d).

  • Business Combination Agreement shall have the meaning given in the Recitals hereto.

  • Support Agreement has the meaning set forth in the Recitals.

  • Definitive Acquisition Agreement means any definitive written agreement entered into by the Company that is conditioned on the approval by the holders of not less than a majority of the outstanding shares of Common Stock at a meeting of the stockholders of the Company with respect to (i) a merger, consolidation, recapitalization, reorganization, share exchange, business combination or similar transaction involving the Company or (ii) the acquisition in any manner, directly or indirectly, of more than 50% of the consolidated total assets (including, without limitation, equity securities of its subsidiaries) of the Company and its Subsidiaries.

  • Master Separation Agreement has the meaning set forth in the recitals.

  • 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.