Merger Sale Agreement definition

Merger Sale Agreement means an agreement between the Company and any one or more other persons, firms, corporations or other entities (which are not Affiliates of the Company) providing for a consolidation, merger or other reorganization in which the holders of Common Stock of the Company immediately prior to the Company’s execution of such agreement do not hold more than seventy percent (70%) of the outstanding voting securities of the surviving entity immediately after the consummation of the consolidation, merger, or other reorganization contemplated by such agreement.
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Merger Sale Agreement means an agreement in which the Company agrees to a Merger Sale.
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Merger Sale Agreement means an agreement between the Company and any other corporation, limited liability company or other entity which, if the transactions contemplated by such agreement are consummated, would constitute a Merger Sale.
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Examples of Merger Sale Agreement in a sentence

  • Notwithstanding any other provision in the Plan to the contrary, except as otherwise provided in the Merger Sale Agreement entered into by the Company in connection with a Change in Control, upon the occurrence of a Change in Control, the following provisions shall apply:(a)Each Option outstanding on the day immediately preceding the date on which the Change in Control occurs shall be converted to a right to receive an Option Cash Out Payment.

  • Notwithstanding the preceding sentence, a “Change in Control” shall be deemed not to have occurred if the putative “Change in Control” constitutes a consolidation, merger or other reorganization that is effected pursuant to the terms of a Merger Sale Agreement that provides that the consolidation, merger or other reorganization contemplated by the Merger Sale Agreement will not constitute a “Change in Control” for purposes of the CIC Agreement.


More Definitions of Merger Sale Agreement

Merger Sale Agreement means an agreement between the Company and any other person, corporation, limited liability company or other entity which, if the transactions contemplated by such agreement are consummated, would constitute a Merger Sale.
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Merger Sale Agreement means an agreement in which the Company agrees to a Merger Sale. “Voting Stock” means securities of the Company entitled to vote in the elections of directors.3
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Merger Sale Agreement means an agreement in which the Company agrees to a Merger Sale. "Payment" has the meaning given such term in .
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Related to Merger Sale Agreement

  • Sale Agreement means the Sale Agreement Master Securitization Terms Number 1000, dated as of August 15, 2013, among SLM Funding LLC, as Seller, SLM Student Loan Trust 2013-4, as Purchaser, and Deutsche Bank Trust Company Americas, as Interim Eligible Lender Trustee and as Eligible Lender Trustee.

  • Asset Sale Agreement means that certain Asset Sale Agreement between Buyer and Seller, dated as of the date hereof.

  • Purchase and Sale Agreement means that certain Purchase and Sale Agreement, dated as of the Closing Date, between the Transferor, as the seller, and the Borrower, as the purchaser, as amended, modified, waived, supplemented, restated or replaced from time to time.

  • Loan Sale Agreement means the Commercial Loan Sale Agreement, dated as of the date hereof, between the Originator and the Trust Depositor, as such agreement may be amended, modified, waived, supplemented or restated from time to time.

  • Sale Agreements This Agreement, the Current Excess Servicing Spread Acquisition Agreement for FHLMC Mortgage Loans, the Current Excess Servicing Spread Acquisition for GNMA Mortgage Loans and the Current Excess Servicing Spread Acquisition Agreement for Non-Agency Mortgage Loans.

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

  • Transaction Agreement has the meaning set forth in the recitals.

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

  • Mortgage Sale Agreement means the mortgage sale agreement dated 3 June 2005 as amended and restated on 4 October 2007, 20 May 2008 and as further amended and restated on 25 June 2014 made between Santander UK plc (1) Abbey Covered Bonds LLP (the "LLP") (2) and Deutsche Trustee Company Limited (the "Security Trustee") (3) (as the same may be or have been amended, varied or supplemented from time to time with the consent of those parties).

  • Acquisition Agreement as defined in the recitals hereto.

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

  • Acquisition Agreements means the Nexstar Acquisition Agreement and the Mission Acquisition Agreement, and “Acquisition Agreement” means the applicable agreement in the context used.

  • Asset Transfer Agreement means the asset transfer agreement dated September 12, 2014 between Centurion Real Estate Opportunities Trust and Centurion Apartment REIT pursuant to which Centurion Apartment REIT seeded the initial portfolio of Centurion Real Estate Opportunities Trust.

  • Open Market Sale Agreement is a service mark of Xxxxxxxxx LLC

  • 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.

  • Company Acquisition Agreement has the meaning set forth in Section 5.04(a).

  • 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.

  • 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.

  • conditional sale agreement means an agreement for the sale of goods under which the purchase price or part of it is payable by instalments, and the property in the goods is to remain in the seller (notwithstanding that the buyer is to be in possession of the goods) until such conditions as to the payment of instalments or otherwise as may be specified in the agreement are fulfilled;

  • Acquisition Agreement Representations means the representations and warranties with respect to the Companies made by the Seller in the Acquisition Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders, but only to the extent that the Borrower or its Affiliates have the right to terminate its or their obligations under the Acquisition Agreement (or decline to consummate the Rockwood Acquisition) as a result of a breach of such representations in the Acquisition Agreement.

  • Original Financing Agreement means the development credit agreement for a Social Investment Program Project between the Recipient and the Association, dated April 7, 2003, as amended to the date of this Agreement (Credit No. 3740-BD).

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

  • Equity Purchase Agreement has the meaning set forth in the recitals.

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

  • Mortgage Loan Sale Agreement The mortgage loan sale and assignment agreement dated as of November 1, 2003, for the sale of the Mortgage Loans by the Seller to the Depositor.

  • Reorganization Agreement has the meaning set forth in the recitals.