Buyer Additional Consents has the meaning set forth in Section 5.6.
Buyer Additional Consents shall have the meaning prescribed to such term in Section 7(a)(vi) herein.
Seller Consents has the meaning set forth in Section 3.03.
Governmental Consents has the meaning set forth in Section 3.5.
Required Consents shall have the meaning set forth in Section 4.5.
Governmental Consent means any notice to, registration, declaration or filing with, exemption or review by, or authorization, order, consent or approval of, any Governmental Entity, or the expiration or termination of any statutory waiting periods;
Material Consents as defined in Section 7.3.
Required Consent has the meaning set forth in Section 4.4.
Buyer Closing Certificate has the meaning set forth in Section 7.03(d).
Seller Closing Certificate has the meaning set forth in Section 7.02(d).
Seller's Closing Certificate means the certificate of Seller in the form of Exhibit C attached hereto.
Additional Consideration has the meaning set forth in Section 3.2.
Additional Conditions means the terms and conditions set out in the Offer Document.
Customary Post-Closing Consents means the consents and approvals from Governmental Authorities for the assignment of the Assets to Buyer that are customarily obtained after the assignment of properties similar to the Assets.
Consent Required Loan means a Loan that is capable of being assigned or novated with the consent of the Reference Entity or the guarantor, if any, of such Loan (or the consent of the relevant borrower if the Reference Entity is guaranteeing such Loan) or any agent;
Assumed Contracts has the meaning set forth in Section 2.1(d).
Purchaser Deliverables has the meaning set forth in Section 2.2(b).
Project Completion Schedule means the progressive Project Milestones set forth in Schedule-J for completion of the Project Highway on or before the Scheduled Completion Date;
Closing Statement has the meaning set forth in Section 2.5(a).
Buyer Certificate means a certificate to the effect that each of the conditions specified in clauses (a) through (c) (insofar as clause (c) relates to Legal Proceedings involving the Buyer) of Section 5.2 is satisfied in all respects.
Third Party Consents shall have the meaning set forth in Section 8.3.
Additional Contribution Each Member's pro-rata portion of a Required Amount, determined by multiplying the Required Amount by each Member's Interest.
Supplemental Conditions means those terms and conditions, if included in the Agreement by mutual written agreement of the Parties, which add to or modify the Agreement and are incorporated by reference as if fully set forth in the Agreement. In the case of a conflict between the Supplemental Conditions and the Agreement, the Supplemental Conditions shall prevail.
Assumed Contract means any Executory Contract or Unexpired Lease assumed by the Reorganized Debtors in accordance with Article V of the Plan.
Post-Closing Statement has the meaning set forth in Section 3.3(c).
Environmental impact statement means a detailed written statement as required by section 102(2)(C) of the Act.
Buyer Ancillary Agreements means all agreements, instruments and documents being or to be executed and delivered by Buyer or an Affiliate of Buyer under this Agreement or in connection herewith, including the Escrow Agreement.
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.