Athene Merger Agreement means that certain Agreement and Plan of Merger, dated as of March 8, 2021, by and among Athene Holding Ltd., AAM, the Corporation, Blue Merger Sub, Ltd. and Green Merger Sub, Inc.
Merger Agreement has the meaning set forth in the Recitals.
Bank Merger Agreement has the meaning set forth in Section 6.10.
Plan of Merger has the meaning set forth in Section 2.2.
Agreement and Plan of Merger has the meaning set forth in the first recital above.
Share Exchange Agreement has the meaning specified in the Recitals.
Specified Merger Agreement Representations means such of the representations and warranties made with respect to the Company and its Subsidiaries by the Company in the Merger Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders.
Transaction Agreement has the meaning set forth in the recitals.
Effective Time of the Merger means the time as of which the Merger becomes effective, which shall occur on the Funding and Consummation Date.
Second Merger has the meaning set forth in the Recitals.
Merger Transactions means the Merger and the other transactions relating thereto or contemplated by the Merger Agreement.
Parent Agreement has the meaning given to it in Clause 12;
Formation Transactions means the transactions contemplated by this Agreement and the other Formation Transaction Documentation.
Alternative Acquisition Agreement has the meaning set forth in Section 5.3(d).
Company Merger has the meaning specified in the Recitals hereto.
Stockholder Agreement means the Stockholder Agreement, dated as of August 29, 2003, among the Company and its stockholders, as amended and in effect from time to time.
Company Acquisition Agreement has the meaning set forth in Section 5.04(a).
Acquisition Transactions means the transactions contemplated by the Acquisition Agreement.
First Merger has the meaning set forth in the Recitals.
Acquisition Agreement means a letter of intent, agreement in principle, merger agreement, acquisition agreement, option agreement or other similar agreement.
Company Acquisition Transaction means any transaction or series of transactions involving:
Separation Transaction means the sale or separation of the non-television business of the Holding Company in whole or in part, whether by asset sale or otherwise.
Merger Effective Time means “Effective Time,” as that term is defined in the Merger Agreement.
Limited Condition Acquisition Agreement means, with respect to any Limited Condition Acquisition, the definitive acquisition documentation in respect thereof.
Merger Transaction means any merger, acquisition or similar transaction involving a recapitalization as contemplated by Rule 10b-18(a)(13)(iv) under the Exchange Act.
Separation Transactions means the Contribution, the Distribution and the other transactions contemplated by this Agreement and the Separation Step Plan.
Reorganization Transactions shall have the meaning set forth in the Recitals.