Inconsistent Transaction definition

Inconsistent Transaction means any merger, arrangement, amalgamation, take-over bid, recapitalization, liquidation, winding-up, sale of 20% or more of the assets on a consolidated basis (or any lease, long-term supply agreement or other arrangement having the same economic effect as a sale), sale of 20% or more of the Shares or rights or interests therein or thereto, or similar business combination or transactions, of or involving Data Deposit or any material subsidiary of Data Deposit, or a proposal to do so, other than with HostPapa.
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Inconsistent Transaction has the meaning set forth in Section 4.1.
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Inconsistent Transaction means any transaction, directly or indirectly through any Person, that is inconsistent with the Contemplated Transactions, including (i) a merger, consolidation, business combination, recapitalization, dissolution or refinancing of any of the Reddy Parties (in one or a series of related transactions) on terms other than as set forth in this Agreement or the Plan, (ii) the issuance, sale, transfer, exchange or other disposition by any of the Reddy Parties of any equity interests (other than common equity issued in respect of any employee options), or all or substantially all of its assets, on terms other than as set forth in this Agreement or the Plan, (iii) the formulation, preparation, filing or prosecution of a plan, plan proposal, restructuring, restructuring proposal, liquidation or reorganization that does not contemplate a reorganization of the Reddy Parties on the terms set forth in the Plan, (iv) the acceptance by the Company of parties (other than the Investor and the other parties expressly contemplated by this Agreement and the Plan) as “equity investors” for the Rights Offering or any similar offering or transaction, (v) any other transaction or transactions rendering the Rights Offering or any other Contemplated Transaction no longer practicable or (vi) any other action that would reasonably be expected to prevent, interfere with, delay or impede in any way, the solicitation of votes on the Plan, the approval of the Disclosure Statement or the implementation or consummation of the Plan or the Contemplated Transactions.
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Examples of Inconsistent Transaction in a sentence

  • Neither the Company nor any Subsidiary of the Company will waive or fail to enforce any provision of any confidentiality agreement entered into in connection with a potential Inconsistent Transaction Proposal described in the first sentence of this Section 4.2 or standstill or similar agreement to which it is a party without the prior written consent of the Investor.

  • Only by ditching the ACA—and sweeping off the books other needless laws—can the promise of the market be realized.

  • Furukawa shall promptly notify JDS and Uniphase in writing of any proposal of which Furukawa becomes aware for an Inconsistent Transaction and of any request in connection with such a proposal for non-public information relating to JDS or any of its material subsidiaries and of all the relevant details relating to such a proposal.

  • Neither Party shall assign this Agreement or otherwise transfer this Agreement to any third party without the prior written consent of the other Party, which consent shall not be unreasonably withheld, conditioned or denied.

  • None of the Aquilex Parties, or any of their respective Affiliates, or, to the Knowledge of the Company, any Person acting on their behalf, is party to any Contract or other binding commitment to pursue, implement or effectuate any Inconsistent Transaction, or any discussions, plans, efforts, negotiations, or activities related to any transaction, which if consummated, would be an Inconsistent Transaction.

  • The above referred notice has to be provided at least three Business Days prior to the date on which the Board of Directors proposes to accept, approve, recommend or enter into any agreement relating to such Inconsistent Transaction.

  • The Company shall promptly (and in any event within twenty-four (24) hours of receipt thereof) provide the Investor with a written copy of any communication (or, in the case of oral communications, a written summary containing all material terms thereof) from any Person in connection with an Inconsistent Transaction.

  • None of the Reddy Parties, or any of their respective Affiliates, or any person acting on their behalf, is party to any Contract or other binding commitment to pursue, implement or effectuate any Inconsistent Transaction, or any discussions, plans, efforts, negotiations, or activities related to any transaction, which if consummated, would be an Inconsistent Transaction.

  • If Apollo Global revises the terms of the Acquisition so that the value of the consideration is not less than the value offered by the Independent Inconsistent Transaction, the BPP Board shall recommend the revised Acquisition to the BPP Shareholders.

  • If Apollo Global revises the terms of the Acquisition so that the value of the consideration is not less than the value offered by the Independent Inconsistent Transaction, the BPP Board shall recommend the revised Acquisition to BPP Shareholders.


More Definitions of Inconsistent Transaction

Inconsistent Transaction means any transaction that is inconsistent with this Agreement, the Plan, the Restructuring or the Restructuring Support Agreement, including (i) a merger, consolidation, business combination, recapitalization or refinancing of any of the Aquilex Parties (in one or a series of related transactions) on terms other than as set forth in the Restructuring Support Agreement, (ii) the issuance, sale, transfer, exchange or other disposition by any of the Aquilex Parties of any equity interests (other than common equity issued in respect of any employee options), or all or substantially all of its assets, on terms other than as set forth in the Restructuring Support Agreement, (iii) the filing of a plan of reorganization that does not contemplate a reorganization of the Aquilex Parties on the terms set forth in the Plan, (iv) the acceptance by the Company of parties (other than the Backstop Parties) as “backstop parties” for the Rights Offering or sponsors of any similar offering or transaction or (v) any other transaction or transactions rendering the Rights Offering no longer practicable.
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Inconsistent Transaction has the meaning ascribed to it in Section 10.9(b).
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Inconsistent Transaction means any transaction that is inconsistent with this Agreement, the Plan or the Restructuring Support Agreement, including without limitation, (a) a merger, consolidation, business combination, recapitalization or refinancing of either of the Debtors (in one or a series of related transactions) on terms other than as set forth in the Plan, (b) the issuance, sale, transfer, exchange or other disposition by either of the Debtors of any equity interests (other than common stock issued in respect of any employee stock options), or all or substantially all of its assets, on terms other than as set forth in the Plan, (c) the filing of a plan of reorganization that does not contemplate a reorganization of the Debtors on the terms set forth in the Plan, (d) the acceptance of the Company of parties (other than the Backstop Equity Investors) as “backstop equity investors” for the Rights Offering or (e) any other transaction or transactions rendering the Rights Offering no longer practicable.
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Inconsistent Transaction means any transaction inconsistent with the Amended Plan or this Agreement, including on terms identical with this Agreement with parties other than those to this Agreement.
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Inconsistent Transaction means any direct or indirect (through any Person) acquisition, divestiture, sale, business combination, restructuring or reorganization of or involving all or substantially all of the consolidated assets of the Company and its Subsidiaries or all or substantially all of the equity securities of the Company and its Subsidiaries, in either case, whether proposed to be effected pursuant to a merger, consolidation, share exchange, amalgamation or plan of reorganization, other than the Restructuring or any other transaction with Investor or any of its Affiliates. A Stand-Alone Plan shall not be deemed an Inconsistent Transaction.
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Inconsistent Transaction has the meaning ascribed thereto in Section 5.6.1;
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Related to Inconsistent Transaction

  • Relevant Transaction has the meaning specified in Section 2.05(b)(ii).

  • Replacement Transaction means, with respect to any Terminated Transaction or group of Terminated Transactions, a transaction or group of transactions that (i) would have the effect of preserving for Party B the economic equivalent of any payment or delivery (whether the underlying obligation was absolute or contingent and assuming the satisfaction of each applicable condition precedent) by the parties under Section 2(a)(i) in respect of such Terminated Transaction or group of Terminated Transactions that would, but for the occurrence of the relevant Early Termination Date, have been required after that Date, and (ii) has terms which are substantially the same as this Agreement, including, without limitation, rating triggers, Regulation AB compliance, and credit support documentation, save for the exclusion of provisions relating to Transactions that are not Terminated Transaction, as determined by Party B in its sole discretion, acting in a commercially reasonable manner.

  • Significant Transaction means a transaction which meets any one of the tests below:

  • Subsequent Transaction has the meaning set forth in Section 1.08.

  • Potential Co-Investment Transaction means any investment opportunity in which a Regulated Fund (or its Wholly-Owned Investment Sub) could not participate together with one or more Affiliated Funds and/or one or more other Regulated Funds without obtaining and relying on the Order.

  • Co-Investment Transaction means any transaction in which a Regulated Fund (or its Wholly-Owned Investment Sub (defined below)) participated together with one or more Affiliated Funds and/or one or more other Regulated Funds in reliance on the Order.

  • Payment Transaction means an act, initiated by the payer or on his behalf or by the payee, of placing, transferring or withdrawing funds, irrespective of any underlying obligations between the payer and the payee;

  • SPAC Transaction means a transaction or series of related transactions by merger, consolidation, share exchange or otherwise of the Company with a publicly traded “special purpose acquisition company” or its subsidiary (collectively, a “SPAC”), immediately following the consummation of which the common stock or share capital of the SPAC or its successor entity is listed on the Nasdaq Stock Market, the New York Stock Exchange or another exchange or marketplace approved by the Board of Directors, including a majority of the Preferred Directors.

  • Significant Transaction or Arrangement means any individual transaction or arrangement that exceeds or is likely to exceed 10% of the total revenues or total expenses or total assets or total liabilities, as the case may be, of the material unlisted subsidiary for the immediately preceding accounting year.

  • 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.

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

  • Reorganization Transaction see clause (d) of the definition of “Change of Control.”

  • Acquisition Transaction means any transaction or series of transactions involving:

  • 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.”

  • Permitted Warrant Transaction means any call option, warrant or right to purchase (or substantially equivalent derivative transaction) on the Company’s or a Parent Company’s common equity sold by the Company or a Parent Company substantially concurrently with a related Permitted Bond Hedge Transaction.

  • Reorganization Transactions shall have the meaning set forth in the Recitals.

  • Hedging Transaction means any short sale (whether or not against the box) or any purchase, sale or grant of any right (including, without limitation, any put or call option) with respect to any security (other than a broad-based market basket or index) that includes, relates to or derives any significant part of its value from the Common Stock.

  • Void Transaction means any transaction wherein the transaction has taken place but has been cancelled /rejected /unsuccessful by the Alliance Partner.

  • Alternate Transaction shall have the meaning assigned to such term in Section 6.7(iii) hereof.

  • Pawn transaction means the same as that term is defined in Section 13-32a-102.

  • M&A Transaction means (a) a transaction in which all or substantially all of the assets to which the subject matter of this Agreement relates are acquired by or assigned to party that is not an Affiliate, or (b) a sale of all or substantially all of the share capital of BioLine (or its Affiliates), (c) the merger of BioLine (or its Affiliates) with any other entity, or any other similar corporate action, except an internal reorganization of BioLine (or its Affiliates) for tax-related reasons otherwise.

  • Related Party Transaction means any transaction directly or indirectly involving any Related Party which is a transfer of resources, services or obligations between a company and a related party, regardless of whether a price is charged.

  • Business Combination Transaction means:

  • Restricted Payment Transaction means any Restricted Payment permitted pursuant to Section 409, any Permitted Payment, any Permitted Investment, or any transaction specifically excluded from the definition of the term “Restricted Payment” (including pursuant to the exception contained in clause (i) and the parenthetical exclusions contained in clauses (ii) and (iii) of such definition).

  • 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).

  • Hedging Transactions means, with respect to any or all of the Purchased Loans, any short sale of U.S. Treasury Securities or mortgage-related securities, futures contract (including Eurodollar futures) or options contract or any interest rate swap, cap or collar agreement or similar arrangements providing for protection against fluctuations in interest rates or the exchange of nominal interest obligations, either generally or under specific contingencies, entered into by Seller or the underlying obligor with respect to any Purchased Loan and pledged to Seller as collateral for such Purchased Loan, with one or more counterparties whose unsecured debt is rated at least AA (or its equivalent) by any Rating Agency or, with respect to any Hedging Transaction pledged to Seller as additional collateral for a Purchased Loan, such other rating requirement applicable to such Hedging Transaction set forth in the related Purchased Loan Documents or which is otherwise reasonably acceptable to Buyer; provided that Seller shall not grant or permit any liens, security interests, charges, or encumbrances with respect to any such hedging arrangements for the benefit of any Person other than Buyer.