Outstanding Transaction definition
Examples of Outstanding Transaction in a sentence
All Outstanding Transaction Expenses shall have been paid in accordance with Section 2.16.
On the Closing Date, Parent shall pay or cause to be paid, by wire transfer of immediately available funds, all Outstanding Transaction Expenses.
For the avoidance of doubt, upon the Closing of the Closeable Transaction, the conditions set forth in this Article X shall continue in full force and effect with respect to the Outstanding Transaction, and the satisfaction, failure, waiver, or applicability of the conditions set forth in this Article X will be determined only with respect to the Closing of such Outstanding Transaction, and the parties will consummate such Outstanding Transaction in accordance with the terms set forth in Section 3.1(b).
Each Party represents and warrants that this Amendment Agreement (and each Outstanding Transaction, as amended hereby) is its legal, valid, and binding obligation, enforceable against such party in accordance with its terms.
Additionally, the Holder hereby agrees to waive any breach of any of the Outstanding Transaction Documents that relate, directly or indirectly, to an existing default.
The parties acknowledge and agree that any Outstanding Transaction that is to be novated shall be novated pursuant to a novation agreement that is in form and substance acceptable to SET.
For the avoidance of doubt, any severance and any accrued bonus payments owed to a Non-Continuing Employee are Outstanding Transaction Expenses.
For the avoidance of doubt, any election by Seller made pursuant to Section 3.1(b) shall not constitute a waiver of any Closing Conditions with respect to the Outstanding Transaction.
For purposes of this Agreement, an Outstanding Transaction is defined as any transaction with an Acquisition Target, or a Capital Financing that was contingent on Consultant continuing to work for the Company, that is closed by the Company but the parties have not realized their full liquidation.
The Closing Parent Cash shall equal or exceed the Company’s Required Funds (after giving effect to any redemptions exercised by Parent Stockholders in connection with the Redemption Offer and payment of the Outstanding Transaction Expenses in full), and Parent shall have made all arrangements necessary, proper or advisable for the funds in the Parent Trust Account to be released upon Closing in accordance this Agreement.