FL Standby Purchase Agreement definition

FL Standby Purchase Agreement means the standby purchase agreement entered into among Forstmann Little, certain of its affiliates and the Borrower on or about the Third Amendment Effective Date and each other agreement, document, certificate or instrument delivered or to be delivered in connection therewith, pursuant to which Forstmann Little or any of such affiliates will, in the event that the Borrower has not received and accepted a higher and better all cash offer for the sale of the Publishing Assets on or prior to the Restructuring Date, purchase the Publishing Assets for cash consideration of $535,000,000 on or prior to the Restructuring Date.
Sample 1Sample 2Sample 3
FL Standby Purchase Agreement means the standby purchase agreement entered into among Forstmann Little, certain of its affiliates and the Borrower on or about the Third Amendment Effective Date and each other agreement, document, certificate or instrument delivered or to be delivered in connection therewith, pursuant to which Forstmann Little or any of such affiliates will, in the event that the Borrower has not received and accepted a higher and better all cash offer for the sale of the Publishing Assets on or prior to the Restructuring Date, purchase the Publishing Assets for cash consideration of $535,000,000 on or prior to the Restructuring Date. "FL New Preferred Stock Purchase Agreement" means the stock purchase agreement entered into among Forstmann Little, certain of its affiliates and the Borrower on or about the Third Amendment Effective Date and each other agreement, document, certificate or instrument delivered or to be delivered in connection therewith, pursuant to which Forstmann Little and such affiliates will make an investment in a new series of preferred stock (the "New Preferred Stock") of the restructured Borrower as described in Exhibit A.
Sample 1

Examples of FL Standby Purchase Agreement in a sentence

  • The Borrower agrees to use commercially reasonable efforts consistent with the timetable contemplated hereby for the Restructuring to obtain higher and better (compared with the offer of Forstmann Little set forth in the FL Standby Purchase Agreement) all cash offers to purchase the Publishing Assets.

Related to FL Standby Purchase Agreement

  • Unit Purchase Agreement means the Common Unit and Class B Unit Purchase Agreement, dated as of December 1, 2006, among the Partnership and the purchasers named therein.

  • Stock Purchase Agreement means the agreement between the Company and a Purchaser who acquires Shares under the Plan that contains the terms, conditions and restrictions pertaining to the acquisition of such Shares.

  • Securities Purchase Agreement shall have the meaning set forth in the recitals hereto.

  • hire-purchase agreement means an agreement, other than a conditional sale agreement, under which—

  • Original Purchase Agreement has the meaning set forth in the recitals to this Agreement.

  • Share Purchase Agreement has the meaning set forth in the Recitals.

  • Note Purchase Agreement means the Note Purchase Agreement, dated as of the Issuance Date, among the Company, the Subordination Agent, the Escrow Agent, the Paying Agent, and the Pass Through Trustee under each Pass Through Trust Agreement providing for, among other things, the issuance and sale of certain equipment notes, as the same may be amended, supplemented or otherwise modified from time to time in accordance with its terms.

  • Purchase Agreement shall have the meaning set forth in the preamble.

  • Forward Purchase Agreement means an agreement that provides for the sale of equity securities in a private placement that will close substantially concurrently with the consummation of a Business Combination.

  • Additional Purchase Agreement means each Additional Purchase Agreement (including the related Additional Xxxx of Sale, the related Blanket Endorsement and any attachments thereto), substantially in the form of Attachment C hereto (of which these Master Terms form a part by reference, provided that in the event of a substitution, the form will be modified accordingly), to be executed by SLM ECFC, Funding and the Interim Eligible Lender Trustee for the benefit of Funding, which certifies that the representations and warranties made by SLM ECFC as set forth in Sections 5(A) and (B) of these Master Terms are true and correct as of the related Purchase Date.

  • Initial Purchase Agreement means the Purchase Agreement (including the related Blanket Endorsement, Initial Xxxx of Sale and any attachments thereto) substantially in the form of Attachment A hereto (of which these Master Terms form a part by reference), to be executed by VL Funding, the VL Funding Eligible Lender Trustee on behalf of VL Funding, Funding and the Interim Eligible Lender Trustee on behalf of Funding, which shall certify that the representations and warranties made by VL Funding as set forth in Sections 5(A) and (B) and by the Servicer as set forth in Section 5(C) of these Master Terms are true and correct as of the Closing Date.

  • Asset Purchase Agreement has the meaning set forth in the Recitals.

  • Repurchase Agreement means a simultaneous agreement to buy, hold for a specified time, and sell back at a future date obligations, described by Government Code 2256.009(a)(1) (obligations of gov- ernmental entities) or 2256.013 (commercial paper) or if applicable, 2256.0204 (corporate bonds), at a market value at the time the funds are disbursed of not less than the principal amount of the funds disbursed. The term includes a direct security repurchase agreement and a reverse security repurchase agreement. Gov’t Code 2256.011(b)

  • Loan Purchase Agreement The Loan Purchase Agreement described in the Recitals to this Agreement, which Loan Purchase Agreement incorporates the terms of the Aurora Loan Services Seller Guide, as the same may be amended from time to time.

  • Aircraft Purchase Agreement Has the meaning specified in the NPA.

  • Alternate VRDP Shares Purchase Agreement means any agreement with a successor liquidity provider replacing the VRDP Shares Purchase Agreement (or any replacement therefor) upon its termination in accordance with its terms and containing a Purchase Obligation substantially similar to the Purchase Obligation therein, as determined by the Fund.

  • Sale and Purchase Agreement means all the agreements entered into from time to time (whether before, on or after the date of this Agreement) by the Borrower for the sale of the Units and shall include any one or more or all of the Sale and Purchase Agreements.

  • Master Repurchase Agreement means the Master Repurchase Agreement of even date herewith between the Trust and Bear, Xxxxxxx & Co. Inc. as it may from time to time be amended.

  • Common Stock Purchase Agreement means an agreement among the Investor and/or PJC, Emergent and any Convertible Note Holder who accepts and exchanges all of its Convertible Notes in the Convertible Note Exchange Offer and elects to participate, substantially in the form attached hereto as Exhibit A, pursuant to which Emergent will issue and sell (a) to the Investor and/or PJC, in the aggregate, 75,000,000 Shares at a price of $0.20 per share, and (b) to any Convertible Note Holder who accepts and exchanges all of its Convertible Notes in the Convertible Note Exchange Offer that so requests, for every $1,000.00 of principal amount of Convertible Notes that it tenders into the Convertible Note Exchange Offer, 500 Shares at a price of $0.20 per share; provided, that the aggregate maximum number of Shares to be so issued and sold to the Convertible Note Holders who accept and exchange all of their Convertible Notes in the Convertible Note Exchange Offer pursuant to the Common Stock Purchase Agreement shall not exceed 40,000,000.

  • Series B Purchase Agreement means the Series B Preferred Stock Purchase Agreement with respect to the purchase and sale of shares of the Company’s Series B Preferred Stock, dated as of the date hereof, by and among the Company and the Series B Investors, as it may be amended from time to time.

  • Founder Shares Purchase Agreement shall have the meaning given in the Recitals hereto.

  • Warrant Purchase Agreement means a warrant purchase agreement under which a Warrant is issued entered into by Borrower and an Affiliate of Lenders contemporaneously with the execution of this Loan Agreement.

  • Stock Purchase Agreements the meaning set forth in the recitals to this Agreement.

  • Series A Purchase Agreement means the Series A Preferred Unit Purchase Agreement, dated as of June 20, 2017, by and among the Partnership and the Series A Purchasers thereunder, as may be amended from time to time.

  • Bond Purchase Agreement means a Bond Purchase Agreement, dated as of the sale of the Series CC-2015 Bonds, entered into by and between KUB and the Underwriter, in substantially the form of the document attached hereto as Exhibit A, subject to such changes as permitted by Section 9 hereof, as approved by the President and Chief Executive Officer of KUB, consistent with the terms of this resolution;

  • Rental-purchase agreement means an agreement for the use of personal property by a lessee primarily for personal, family, or household purposes, for an initial period of 4 months or less that is automatically renewable with each payment after the initial period and that permits the lessee to become the owner of the property. Rental-purchase agreements shall not include any of the following: