Exchange Agreement has the meaning set forth in the Recitals.
Parent Agreement has the meaning given to it in Clause 12;
Exchange Agreements means the GSK Exchange Agreement, the Pfizer Exchange Agreement and the SLP Exchange Agreement;
Transaction Agreement has the meaning set forth in the recitals.
Acquisition Agreements has the meaning specified in the Recitals.
Support Agreement has the meaning set forth in the Recitals.
Alternative Acquisition Agreement has the meaning set forth in Section 5.3(d).
Restructuring Agreement shall have the meaning set forth in the recitals.
Co-financing Agreement means the agreement to be entered into between the Recipient and the Co-financier providing for the Co-financing.
Merger Agreement has the meaning set forth in the Recitals.
Stockholder Agreement means the Stockholder Agreement, dated as of August 29, 2003, among the Company and its stockholders, as amended and in effect from time to time.
Exchange Agent Agreement has the meaning set forth in Section 2.5(a).
Investment Agreement shall have the meaning set forth in the Recitals hereto.
Master Transaction Agreement has the meaning set forth in the recitals.
Backstop Agreement has the meaning set forth in the recitals to this Agreement.
Acquisition Agreement means a letter of intent, agreement in principle, merger agreement, acquisition agreement, option agreement or other similar agreement.
Share Exchange Agreement has the meaning specified in the Recitals.
Support Agreements has the meaning set forth in the Recitals.
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).
Shareholder Agreement has the meaning set forth in the Recitals.
Shareholder Agreements has the meaning set forth in the recitals to this Agreement.
Investment Agreements has the meaning set forth in the Recitals.
Master Settlement Agreement means the settlement agreement and related documents entered into on November 23, 1998, by the state and leading United States tobacco product manufacturers.
Arrangement Agreement has the meaning ascribed thereto in the recitals hereof;
Restatement Agreement has the meaning set forth in the introductory statement of this Agreement.
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.