Merger Note definition

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 means the note setting out details of the proposed merger of Asia and Europe in the [ILLEGIBLE]
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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

  • Standard gas flow rates are useful when material balances are prepared, for calculations in which the gas stream may undergo chemical reactions, and for comparing the flow rate in a system with the flow rate capacity of a fan.

  • The Merger Note will be secured by all of the outstanding stock of the Surviving Corporation held by Parent.

  • Overview of the Management Integration, (5) Overview of the Absorption-Type Merger, (i) Allotment of Shares Relating to the Absorption-Type Merger, Note (3).” Further, shareholders of common shares of UNY Group Holdings may continue to trade their respective common shares of UNY Group Holdings on each stock exchange until the last trading date, August 26, 2016 (scheduled).

  • Any excess amount owed by Seller to Buyer beyond the Merger Note Consideration pursuant to this Section 1(i) shall be paid by Seller to Buyer, in cash, by wire transfer of immediately available funds.

  • 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.

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

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

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

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

  • The principal amount of the Merger Note will be equal to the Earnout Amount, minus the amount of cash paid to the Cash Shareholders under (a) above.


More Definitions of Merger Note

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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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 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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Related to Merger Note

  • Bridge Note means a promissory note made by the Borrowers in favor of a Bridge Lender evidencing Bridge Loans made by such Bridge Lender substantially in the form of Exhibit E-2.

  • 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.

  • New Convertible Notes means the Company’s 5.0% Senior Unsecured Convertible Notes due 2023.

  • 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 the promissory note of the Borrowers in the form of Exhibit A1 hereto evidencing the Acquisition Loans made by the Bank hereunder and all promissory notes delivered in substitution or exchange therefor, as amended or supplemented from time to time.

  • 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 F pursuant to which intercompany obligations and advances owed by any Loan Party are subordinated to the Obligations.