Falcon Acquisition Agreement definition

Falcon Acquisition Agreement means the Equity Interest Purchase Agreement, dated as of December 20, 2019, by and between Mondee, as buyer, and the Falcon Seller, as seller, as amended by the First Amendment to Equity Interest Purchase Agreement, dated May 15, 2020.
Falcon Acquisition Agreement means the Equity Interest Purchase Agreement, dated as of December 20, 2019, by and between Mondee, as buyer, and the Falcon Seller, as seller, as amended by the First Amendment to Equity Interest Purchase Agreement, dated May 15, 2020. “Falcon Acquisition Assets” means the “Purchased Shares” (as defined in the Falcon Acquisition Agreement). “Falcon Acquisition Collateral Assignment” means the Collateral Assignment of Acquisition Documents, dated as of the date hereof, and in form and substance satisfactory to the Administrative Agent, made by Xxxxxx in favor of the Administrative Agent. “Falcon Acquisition Documents” means the Falcon Acquisition Agreement and all other agreements, instruments and other documents related thereto or executed in connection therewith. “Falcon Disposition” has the meaning set forth in clause (k) of the definition ofPermitted Dispositions” hereof. “Falcon Earnout Obligations” means the Earnout Obligations contemplated to be paid pursuant to Section 2.2(e) of the Falcon Acquisition Agreement (as in effect on the Effective Date), in an aggregate amount not to exceed $2,700,000 during the term of this Agreement. “Falcon Seller” means Xxxxxxx Xxxxxx, an individual. “Falcon Subsidiaries” means AVIA TRAVEL AND TOURS, INC., LBF Travel, Inc. (f/k/a LBF Acquisition Corporation, Inc.) and LBF Travel Holdings, LLC. “FASB ASC” means the Accounting Standards Codification of the Financial Accounting Standards Board. “FATCA” means Sections 1471 through 1474 of the Internal Revenue Code, as of the date of this Agreement (or any amended or successor version that is substantively comparable and not materially more onerous to comply with) and any current or future regulations or official interpretations thereof, any agreements entered into pursuant to Section 1471(b)(1) of the Internal Revenue Code and any fiscal, tax or regulatory legislation, rules or official practices adopted pursuant to any intergovernmental agreement, treaty or convention entered into in connection with the implementation of Sections 1471 through 1474 of the Internal Revenue Code and the Treasury Regulations thereunder. “Federal Funds Rate” means, for any period, a fluctuating interest rate per annum equal to, for each day during such period, the weighted average of the rates on overnight Federal funds transactions with members of the Federal Reserve System, as published on the next succeeding Business Day by the Federal Reserve Bank of New York, or, if such rate is not s...
Falcon Acquisition Agreement means the Equity Interest Purchase Agreement, dated as of December 20, 2019, by and between Mondee, as buyer, and the Falcon Seller, as seller, as amended by the First Amendment to Equity Interest Purchase Agreement, dated May 15, 2020. “Falcon Acquisition Assets” means the “Purchased Shares” (as defined in the Falcon Acquisition Agreement). “Falcon Acquisition Collateral Assignment” means the Collateral Assignment of Acquisition Documents, dated as of the date hereof, and in form and substance satisfactory to the Administrative Agent, made by Xxxxxx in favor of the Administrative Agent.

Examples of Falcon Acquisition Agreement in a sentence

  • All conditions precedent to the Falcon Acquisition Agreement have been fulfilled or (with the prior written consent of the Administrative Agent) waived, no Falcon Acquisition Document has been amended or otherwise modified, and there has been no breach of any material term or condition of any Falcon Acquisition Document.

  • All conditions precedent to the Falcon Acquisition Agreement have been fulfilled or (with the prior written consent of the Agent) waived, no Falcon Acquisition Document has been amended or otherwise modified, and there has been no breach of any material term or condition of any Falcon Acquisition Document.

  • The Administrative Agent shall have received a certified copy of the Project Falcon Acquisition Agreement, together with each other document, agreement and instrument relating to the acquisition (including drafts of any organizational document filings to be filed upon closing of the Project Falcon Acquisition), in each case, reasonably satisfactory to the Administrative Agent.

Related to Falcon Acquisition Agreement

  • Limited Condition Acquisition means any acquisition of an Acquired Entity or Business by the Borrower or any Restricted Subsidiary the consummation of which is not conditioned on the availability of financing.

  • Investment Management Agreement means the Investment Management Agreement, dated as of the date hereof, by and between the Investment Manager and the Borrower.