Current Interest With respect to each Class of Certificates and any Distribution Date, the aggregate amount of interest accrued at the applicable Certificate Interest Rate during the related Accrual Period on the Class Principal Amount or Class Notional Amount, as applicable, of such Class prior to any distributions of principal, allocations of Realized Losses or allocations of Certificate Writedown Amounts prior to such Distribution Date.
Acquisition Consideration means the purchase consideration for any Permitted Acquisition and all other payments by Holdings or any of its Subsidiaries in exchange for, or as part of, or in connection with, any Permitted Acquisition, whether paid in cash or by exchange of Equity Interests or of properties or otherwise and whether payable at or prior to the consummation of such Permitted Acquisition or deferred for payment at any future time, whether or not any such future payment is subject to the occurrence of any contingency, and includes any and all payments representing the purchase price and any assumptions of Indebtedness, “earn-outs” and other agreements to make any payment the amount of which is, or the terms of payment of which are, in any respect subject to or contingent upon the revenues, income, cash flow or profits (or the like) of any person or business; provided that any such future payment that is subject to a contingency shall be considered Acquisition Consideration only to the extent of the reserve, if any, required under GAAP at the time of such sale to be established in respect thereof by Holdings or any of its Subsidiaries.
SAP Parent means SAP SE, a European Company (Societas Europaea, SE) established under the laws of Germany and the European Union, registered with the commercial register of the local court of Mannheim, Germany, under HRB 719915, with registered office in Walldorf, Germany, and business address at Dietmar-Hopp-Allee 16, 69190 Walldorf, Germany.
Effective Time has the meaning set forth in Section 2.2.
Transaction Consideration has the meaning set forth in Section 11.7 hereof.
Merger Sub II has the meaning set forth in the Preamble.
Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.
Closing Merger Consideration has the meaning set forth in Section 3.2(a)(ii).
Shares Acquisition Date means the first date of public announcement by the Company or an Acquiring Person that an Acquiring Person has become such.
Transferred Interests has the meaning set forth in the Recitals.
Merger Sub 1 has the meaning set forth in the Preamble.
New Parent shall have the meaning assigned to such term in the definition of the term “Change in Control”.
Merger Sub 2 has the meaning set forth in the Preamble.
Aggregate Merger Consideration has the meaning set forth in Section 2.1(a).
New Equity Interests means the limited liability company
Parent means a "parent corporation," whether now or hereafter existing, as defined in Section 424(e) of the Code.
Preferred Interests means, with respect to any Person, Equity Interests issued by such Person that are entitled to a preference or priority over any other Equity Interests issued by such Person upon any distribution of such Person’s property and assets, whether by dividend or upon liquidation.
Initial Merger Consideration has the meaning set forth in Section 2.2(a).
Partnership Interests shall have the meaning specified in Section 6.3 [Subsidiaries].
Company Shareholders means holders of Company Shares.
Company Share means one share of common stock of the Company, $0.01 par value per share.
Acquisition Shares means each class of shares of beneficial interest of an Acquiring Fund to be issued to the corresponding Target Fund in a reorganization under this Agreement.
Per Share Merger Consideration has the meaning set forth in Section 3.1(a).
Current Interest Bonds means Bonds of a Series the interest on which is payable at least annually.
Class C Current Interest As of any Distribution Date, the interest accrued during the related Accrual Period at the Class C Distributable Interest Rate on a notional amount equal to the aggregate principal balance of the Lower Tier REMIC Regular Interests immediately prior to such Distribution Date, plus the interest portion of any previous distributions on such Class that is recovered as a voidable preference by a trustee in bankruptcy, less any Non-Supported Interest Shortfall allocated on such Distribution Date to the Class C Certificates.
Merger Sub I has the meaning set forth in the Preamble.