Competing Transaction Agreement definition

Competing Transaction Agreement means a binding letter of intent, binding memorandum of understanding, binding agreement in principle, merger agreement, acquisition agreement, option agreement or other contract or agreement which would reasonably be expected to lead to any Competing Proposal (other than an Acceptable Confidentiality Agreement).
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Competing Transaction Agreement means a letter of intent, agreement in principle, term sheet, merger agreement, acquisition agreement, option agreement or other contract, commitment or agreement relating to, or which may reasonably be expected to lead to, any Competing Transaction (other than an Acceptable Confidentiality Agreement).
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Competing Transaction Agreement has the meaning set forth in Section 5.11(c)(2).
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Examples of Competing Transaction Agreement in a sentence

  • Unless this Agreement is validly terminated in accordance with Section 9.01, the Company agrees that it shall not submit to a vote of the stockholders of the Company any Competing Transaction or Competing Transaction Agreement (in either case, whether or not a Superior Proposal) prior to the vote of the Company’s stockholders regarding the adoption of this Agreement at the Company Stockholders’ Meeting.

  • This Agreement shall also terminate (i) on the fifth business day following the date of this Agreement if the Board of Directors of the Company shall not have approved this Agreement on or prior to such day or (ii) on January 31, 2012, if the Company Merger has not occurred on or prior to such date (as such date may be extended to the “drop dead date” under any Competing Transaction Agreement).


More Definitions of Competing Transaction Agreement

Competing Transaction Agreement shall have the meaning ascribed to such term in Section 5.07.
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Related to Competing Transaction Agreement

  • Competing Transaction has the meaning set forth in Section 6.1(n).

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

  • Alternative Acquisition Agreement has the meaning set forth in Section 5.3(d).

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

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

  • Affiliation Agreement means any agreement between the Company or any of its Restricted Subsidiaries and a distributor pursuant to which such distributor agrees, among other things, to distribute and exhibit to its subscribers programming of the Company or such Restricted Subsidiary, as the case may be.

  • 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.

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

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

  • Factoring Transaction means any transaction or series of transactions that may be entered into by the Issuer or any Restricted Subsidiary pursuant to which the Issuer or such Restricted Subsidiary may sell, convey, assign or otherwise transfer Receivables Assets (which may include a backup or precautionary grant of security interest in such Receivables Assets so sold, conveyed, assigned or otherwise transferred or purported to be so sold, conveyed, assigned or otherwise transferred) to any Person that is not a Restricted Subsidiary; provided that any such Person that is a Subsidiary meets the qualifications in clauses (1) through (3) of the definition of “Receivables Subsidiary.”

  • Restructuring Transaction means a tax free distribution under section 355 of the internal revenue code and includes tax free transactions under section 355 of the internal revenue code that are commonly referred to as spin offs, split ups, split offs, or type D reorganizations.

  • Termination Transaction has the meaning set forth in Section 11.2.B hereof.

  • 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.

  • 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.

  • Cooperation Agreement means that certain Mortgage Loan Cooperation Agreement, dated as of the Closing Date, among Borrower, Lender and Sponsor, as the same may from time to time be amended, restated, replaced, supplemented or otherwise modified in accordance herewith.

  • Acquisition Agreements has the meaning specified in the Recitals.

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

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

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

  • Restructuring Transactions means the transactions described in Article IV.B of the Plan.

  • Mediation agreement means a written agreement between the parties to a mediation meeting.

  • Termination Agreement 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.

  • Transition Agreement has the meaning set forth in Section 12.8.1.

  • Alternative Transaction means the sale, transfer, lease or other disposition, directly or indirectly, including through an asset sale, stock sale, merger or other similar transaction, of all or substantially all of the Purchased Assets in a transaction or a series of transactions with one or more Persons other than Purchaser (or its Affiliates).

  • 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.