Original Acquisition Agreements definition

Original Acquisition Agreements means (i) Original Membership Interest Purchase Agreement, and (ii) the Asset Purchase and Sale Agreement dated as of January 30, 2012 by and among ISG, Sellers, the JK Trust, Borrower and Parent, as amended, including amendments dated June 6, 2012, August 20, 2012, and September 21, 2012 and all exhibits and schedules thereto.

Examples of Original Acquisition Agreements in a sentence

  • The 3A Trigger will be tested at each quarter end from the payment date set out in the Original Acquisition Agreements until the date that is five years from the payment date in the Original Acquisition Agreements (“Sunset Date”).The 3A Trigger is subject to adjustment in certain circumstances, including a downward adjustment where any PhotonOperating Entity is divested in the 12 month period ending on the relevant quarter end.

  • Reference is made to the announcements of the Company dated 8 October 2010, 25 November 2010 and 14 December 2010, in which the Board announced that the Purchaser entered into the Original Acquisition Agreements with the Vendors with the intention to acquire the entire equity interests of the PRC Target Company.

  • Save for the paid up capital of US$10,000 and its interest in 150 shares of US$1 each in MPIL, representing 15% of the entire issued share capital of MPIL, Dormer does not have any material assets or liabilities as at the date of the Original Acquisition Agreements.

  • Table 1: Particle-size distribution and chemical characteristics of the soil 2.2. Crop residues Five different types of plant residues were used for incubation: mature oilseed rape straw (Brassica napus L.), winter wheat straw (Triticum aestivum), beech leaves (Fagus sylvatica), vegetative phase aerial parts of mustard (Sinapsis arvensis) and tall fescue (Festuca arundinacea).

  • The 3B Trigger will be tested at each quarter end from the payment date set out in the Original Acquisition Agreements until the SunsetDate.

  • In this context, the word ‘ZIDD’ is used in various lines of the background song to show how they are overcoming their sorrow with their ‘ZIDD’.

  • The Deferred Consideration Payment is typically calculated by applying a multiple agreed upon in the Original Acquisition Agreements to the average EBIT of 73 the Operating Entity during a future time period agreed upon in the Original Acquisition Agreements.

  • Because the thrombocyte number had been normal during the diagnosis, the possible reason was thought to be rifampicin and hence, the rifampicin was stopped.

  • Therefore the dataset is reduced to the 10 highly frequented days of operations.

Related to Original Acquisition Agreements

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

  • Specified Acquisition Agreement Representations means such of the representations and warranties in the Acquisition Agreement made by the Acquired Company with respect to the Acquired Company and its subsidiaries as are material to the interests of the Lenders, but only to the extent that the Borrower (and/or its applicable Affiliate) has the right to terminate its and/or such Affiliate’s obligations under the Acquisition Agreement as a result of a breach of such representations in the Acquisition Agreement.

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

  • Alternative Acquisition Agreement shall have the meaning set forth in Section 6.5(c).

  • Acquisition Agreement means a letter of intent, agreement in principle, merger agreement, acquisition agreement, option agreement or other similar agreement.

  • 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.

  • Investment Agreement shall have the meaning set forth in the Recitals hereto.

  • 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).

  • Restructuring Agreement shall have the meaning set forth in the recitals.

  • Contribution Agreement means that certain Contribution and Conveyance Agreement, dated as of the Closing Date, among the General Partner, the Partnership, the Operating Partnership and certain other parties, together with the additional conveyance documents and instruments contemplated or referenced thereunder, as such may be amended, supplemented or restated from time to time.

  • Equity Contribution Agreement means the Equity Contribution Agreement, to be dated as of the Closing Date, by and among Guarantor, Borrower and Administrative Agent.

  • Definitive Acquisition Agreement means any definitive written agreement entered into by the Company that is conditioned on the approval by the holders of not less than a majority of the outstanding shares of Common Stock at a meeting of the stockholders of the Company with respect to (i) a merger, consolidation, recapitalization, reorganization, share exchange, business combination or similar transaction involving the Company or (ii) the acquisition in any manner, directly or indirectly, of more than 50% of the consolidated total assets (including, without limitation, equity securities of its subsidiaries) of the Company and its Subsidiaries.

  • Investment Agreements or “Flow-Through Agreements” means written agreements pursuant to which the Partnership will subscribe for Flow-Through Shares (including Flow-Through Shares issued as part of a unit) or agreements by the Partnership to otherwise invest in or purchase securities of a Resource Issuer, and in respect of Flow-Through Shares comprised of units, the Resource Issuer will covenant and agree:

  • Make-Whole Acquisition means the occurrence, prior to any Conversion Date, of one of the following:

  • Permitted Acquisition Documents means with respect to any acquisition proposed by the Borrower or any Subsidiary Guarantor, final copies or substantially final drafts if not executed at the required time of delivery of the purchase agreement, sale agreement, merger agreement or other agreement evidencing such acquisition, including, without limitation, all legal opinions and each other document executed, delivered, contemplated by or prepared in connection therewith and any amendment, modification or supplement to any of the foregoing.

  • Second Amendment Closing Date has the meaning assigned to such term in the Second Amendment.

  • First Amendment Closing Date has the meaning assigned to such term in the First Amendment.

  • Restatement Agreement means the Restatement Agreement to the Existing Credit Agreement, dated as of July 17, 2015, by and among the Borrower, the other Loan Parties, the Administrative Agent, the Lenders party thereto and the other parties thereto.

  • Third Amendment Closing Date has the meaning assigned to such term in the Third Amendment.

  • Fourth Amendment Closing Date the date on which all the conditions precedent set forth in Section 3 of the Fourth Amendment shall be satisfied or waived.

  • Existing Agreements means the [*****].

  • Agreement and Plan of Merger has the meaning set forth in the first recital above.

  • 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.

  • Co-financing Agreement means the agreement to be entered into between the Recipient and the Co-financier providing for the Co-financing.