Merger Note definition

Merger Note means the note setting out details of the proposed merger of Asia and Europe in the [ILLEGIBLE]
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Merger Note means that certain convertible promissory note dated of even date herewith in the aggregate principal amount of $5,925,603, subject to adjustment as provided therein, from Verticalnet to FBR Investment Management, Inc., in its capacity as the Stockholders’ Representative of the stockholders of B2e.
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Merger Note is defined in Section 2.06(a)(iii).
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Examples of Merger Note in a sentence

  • Hering and Esposito, and (iii) the accrued and unpaid interest totaling $179,616.44 as of June 30, 2020 under the Merger Note was forgiven.

  • The Merger Agreement, the Merger Note and the Guaranty and Security Agreement are terminated pursuant to this Agreement.

  • Amount for the year ended December 31, 2011 did not include properties acquired as a result of the Merger (Note 3).

  • Exhibit C [Form of Merger Note] SUBORDINATED PROMISSORY NOTE U.S. [$724,960.00] February , 0000 Xxxxxxxxxx, XX FOR VALUE RECEIVED, COMPUTER SOFTWARE INNOVATIONS, INC., a Delaware corporation F/K/A VERTICALBUYER, INC., (the “Borrower”), hereby promises to pay to the order of [XXXXX X.

  • KirklandEffective as of February 8, 2022, the Company acquired all the issued and outstanding shares of Kirkland in the Merger (Note 5).

  • The Company will use the proceeds from the sale of the Preferred Stock and the Warrants (excluding amounts paid by the Company for legal and administrative fees in connection with the sale of such securities) and the Investor Subordinated Loan for working capital and the repayment of the Dividend Notes and the Merger Note.

  • In connection with the Merger (Note 2), outstanding stock options under the stock option plan maintained by DBT were assumed by the Company.

  • Xxxxxx and Xxxxx Xxxxxx under the Merger Note and related security agreement will not otherwise be affected.

  • The Board of Directors of Incumaker and SAC have authorized the execution and delivery of this Agreement, the Merger Note and the Warrant and have approved the transactions contemplated hereby and thereby.

  • AND XXXXXX PARTNERS LP PAGE 7 OF 29 Senior Debt (as such term is defined in the Subordinated Promissory Note) of the Company pursuant to the terms of the Subordinated Promissory Note; provided, however, that the Investor Subordinated Promissory Note, the Original Shareholders Subordinated Promissory Note, the Merger Note, and the Dividend Notes shall rank pari passu each between and among each other.


More Definitions of Merger Note

Merger Note shall have the meaning assigned to such term in the Acquisition Agreement and shall be (i) in the form attached to the Acquisition Agreement (as in effect on the Closing Date) and otherwise in form and substance reasonably satisfactory to the Administrative Agent and (ii) in the amount required by the Acquisition Agreement as in effect on the Closing Date.
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Merger Note means the promissory notes issued by Buyer to the Stockholders in the form attached as Exhibit 1 to this Agreement, Each Promissory Note will have a term of four (4) years, will bear interest at the rate of four percent (4%) per year, and will be fully amortizing, payable monthly.
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Merger Note as defined in the sixth Recital.
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Merger Note means the promissory note issued by Parent to the Carryover Shareholders in accordance with Section 1.7(b), in the form attached hereto as Exhibit L.
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Related to Merger Note

  • Bridge Note means a promissory note of the Borrower in the form attached as Exhibit B hereto evidencing the Bridge Loan of any Lender.

  • Seller Note means the promissory note evidencing Xxxxxxxx’s repayment obligations in respect of the Seller Loan.

  • Convertible Note means an instrument issued by a startup company evidencing receipt of money initially as debt, which is repayable at the option of the holder, or which is convertible into such number of equity shares of such startup company, within a period not exceeding five years from the date of issue of the convertible note, upon occurrence of specified events as per the other terms and conditions agreed to and indicated in the instrument;

  • Company Convertible Notes means the convertible notes issued by the Company pursuant to the convertible note purchase agreement by and among the Company, PA Grand Opportunity Limited and other investors named therein dated June 6, 2016, as amended on June 13, 2016.

  • Existing Convertible Notes means any convertible notes or other convertible debt securities of the Company outstanding on the date of this Agreement.

  • Fundamental Documents means, with respect to a corporation, the charter and bylaws (each as amended) or, with respect to any other Person, the documents by which such Person (other than an individual) establishes its legal existence or which govern its internal affairs.

  • New Note shall have the meaning assigned to such term in Section 38.

  • Merger Transaction means any merger, acquisition or similar transaction involving a recapitalization as contemplated by Rule 10b-18(a)(13)(iv) under the Exchange Act.

  • Exchange Agreements means the GSK Exchange Agreement, the Pfizer Exchange Agreement and the SLP Exchange Agreement;

  • Bridge Notes means the series of notes, of which this Note is a part, dated on or about the date hereof, each of which are identical, other than the date of the Note, identity of the Holder and principal amount of this Note.

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

  • Exchange Agent Agreement has the meaning set forth in Section 2.5(a).

  • Acquisition Note means a promissory note made by Borrower in favor of a Lender evidencing the Lender’s Applicable Percentage of the Acquisition Loan, substantially in the form of Exhibit G.

  • Existing Note means a Note (as defined in the Existing Credit Agreement) that is issued and outstanding immediately prior to the effectiveness of this Agreement.

  • Merger Transactions means the Merger and the other transactions relating thereto or contemplated by the Merger Agreement.

  • Share Exchange Agreement has the meaning specified in the Recitals.

  • Convertible Debenture means the 6% convertible debenture dated July 1, 2008 and due July 1, 2011, in the amount of CAD$10,000,000 issued by Orezone to the Debentureholder;

  • Subordinated Note means the Subordinated Note (or collectively, the “Subordinated Notes”) in the form attached as Exhibit A hereto, as amended, restated, supplemented or modified from time to time, and each Subordinated Note delivered in substitution or exchange for such Subordinated Note.

  • Borrower Note means the “Borrower Note” as defined in the Borrower Loan Agreement.

  • Preferred Stock Purchase Agreement means the Preferred Stock Purchase Agreement, dated September 7, 2008, between the Company and the United States Department of the Treasury.

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

  • Surplus Note means a promissory note executed by an Insurance Subsidiary of the type generally described in the insurance industry as a “surplus note”, the principal amount of which an insurance regulator permits the issuer to record as an addition to capital and surplus rather than as a liability in accordance with SAP.

  • Original Note shall have the meaning assigned to such term in the recitals.

  • Intercompany Note means a promissory note substantially in the form of Exhibit I.

  • Global Intercompany Note means the global intercompany note substantially in the form of Exhibit G hereto.

  • Cash Merger Consideration has the meaning set forth in Section 2.9(a).