Acquisition Agreements has the meaning specified in the Recitals.
Transaction Agreement has the meaning set forth in the recitals.
Master Transaction Agreement has the meaning set forth in the recitals.
Restructuring Agreement shall have the meaning set forth in the recitals.
Closing Date Transactions means, collectively (a) the funding of the Loans on the Closing Date and the execution and delivery of Loan Documents to be entered into on the Closing Date, (b) the Debt Proceeds Transfer, and (c) the payment of Closing Date Transaction Expenses.
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.
Acquisition Agreement means a letter of intent, agreement in principle, merger agreement, acquisition agreement, option agreement or other similar agreement.
Alternative Acquisition Agreement has the meaning set forth in Section 5.3(d).
Restructuring Transactions means the transactions described in Article IV.B of the Plan.
Company Acquisition Agreement has the meaning set forth in Section 5.04(a).
Reorganization Agreement has the meaning set forth in the recitals.
Support Agreements has the meaning set forth in the Recitals.
Lock-Up Agreements means the lock-up agreements that are delivered on the date hereof by each of the Company’s officers and directors, in the form of Exhibit A attached hereto.
Settlement Agreements means any settlement reached in the U.S. Litigation with any of the Settling Defendants.
VIE Agreements means the Exclusive Service Agreement, the Exclusive Call Option Agreement, the Shareholder Voting Rights Proxy Agreement and the Equity Pledge Agreement entered into by and among some or all of the Parties hereto on the same day this agreement is entered, including any supplemental agreements or amendments to such agreements, and any other agreements, contracts or legal documents executed or issued by one or more Parties and/or Party C’s affiliated enterprises from time to time to ensure the performance of the aforesaid agreements, signed or accepted by Party A in writing.
Business Combination Agreement shall have the meaning given in the Recitals hereto.
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.
Shareholder Agreements has the meaning set forth in the recitals to this Agreement.
Closing Date Acquisition Agreement shall have the meaning assigned to such term in the recitals hereto.
Investment Agreements has the meaning set forth in the Recitals.
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.
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.”
Equity Line Transaction Documents means this Agreement and the Registration Rights Agreement.
Exchange Agreements means the GSK Exchange Agreement, the Pfizer Exchange Agreement and the SLP Exchange Agreement;
Equity Agreements has the meaning set forth in Section 5.1.
Existing Agreements has the meaning as set forth in Section 3.2 hereof.