Recapitalization Documentation definition

Recapitalization Documentation collectively, the Recapitalization Agreement and all schedules, exhibits and annexes thereto and all side letters and agreements modifying or supplementing the terms thereof or entered into in connection therewith.
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Recapitalization Documentation as defined in subsection 8.1(c).
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Recapitalization Documentation means, collectively, the Recapitalization Agreement and all other agreements, instruments and documents executed in connection therewith but excluding the Subordinated Note Documentation, this Agreement and the Other Documents.
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Examples of Recapitalization Documentation in a sentence

  • As of the date hereof, the representations and warranties contained in the Recapitalization Documentation are true and correct in all material respects.

  • Amend, supplement or otherwise modify (pursuant to a waiver or otherwise) the terms and conditions of the Recapitalization Documentation, in a manner which could reasonably be expected to have a Material Adverse Effect.

  • This Agreement, the other Credit Documents, the Governance Agreement, the other Definitive Recapitalization Documentation and the Fee Letter constitute the entire contract between the parties relative to the subject matter hereof.

  • Each of the Specified Transactions which is required by the terms of the Definitive Recapitalization Documentation to be consummated on or prior to the Closing Date shall have been, or substantially concurrently with the Initial Credit Extension on the Closing Date will be, consummated.

  • As of the Closing Date, the representations and warranties of each of the Loan Parties contained in the Recapitalization Documentation (after giving effect to any amendments, supplements, waivers or other modifications of such Recapitalization Documentation prior to such Closing Date in accordance with this Agreement) will be true and correct in all material respects except as otherwise disclosed to the Lenders in writing prior to the date hereof.

  • All corporate and other proceedings, and all documents, instruments and other legal matters in connection with the transactions contemplated by this Agreement, the other Loan Documents and the Recapitalization Documentation shall be satisfactory in form and substance to the Administrative Agent, and the Administrative Agent shall have received such other documents and legal opinions in respect of any aspect or consequence of the transactions contemplated hereby or thereby as it shall reasonably request.

  • Neither the Merger Documentation nor the Recapitalization Documentation shall have been amended, supplemented or otherwise modified (pursuant to a waiver or otherwise), other than pursuant to an amendment, supplement, modification or waiver which is, in form and substance, reasonably satisfactory to the Administrative Agent, as evidenced by its written approval thereof.

  • Enter into any material amendment, waiver or modification of the Recapitalization Documentation, Subordinated Note Documentation, Indenture, Exchange Indenture, Management Services Agreement, the February Cornerstone Agreement or any related agreements which could reasonably be expected to adversely affect the interests of the Lenders.

  • All governmental and third party approvals (including Health Care Permits and Reimbursement Approvals) required by the Recapitalization Documentation in connection with the Recapitalization shall have been obtained and be in full force and effect, and all applicable waiting periods shall have expired without any action being taken or threatened by any competent authority that would restrain, prevent or otherwise impose material adverse conditions on the Recapitalization.

  • The Administrative Agent shall have received evidence satisfactory to it that the Consolidated capital structure of the Company after the Recapitalization shall be as set forth in the Recapitalization Documentation, after giving effect to the transactions to occur on the Closing Date and the Second Drawdown Date.


More Definitions of Recapitalization Documentation

Recapitalization Documentation collectively, the Merger Agreement and all schedules, exhibits and annexes thereto and all side letters and agreements affecting the terms thereof or entered into in connection therewith.
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Recapitalization Documentation means each instrument, agreement or other legally binding arrangement entered into in connection with the financing of the Recapitalization, including each Loan Document and each Senior Note Document.
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Related to Recapitalization Documentation

  • Recapitalization Agreement shall have the meaning set forth in the Recitals.

  • Reorganization Documents means the Reorganization Agreement, this Agreement, the Holdco LLC Agreement, the Tax Receivable Agreement, the Exchange Agreement, the Registration Rights Agreement, the Employee Equity Letters, the MIP and the Equity Purchase Agreements.

  • Acquisition Documentation collectively, the Acquisition Agreement and all schedules, exhibits and annexes thereto and all side letters and agreements affecting the terms thereof or entered into in connection therewith.

  • Recapitalization means any stock dividend, stock split, combination of shares, reorganization, recapitalization, reclassification or other similar event.

  • Recapitalization Event means any event of share combination or subdivision, distribution of bonus shares or any other similar reclassification, reorganization or recapitalization of the Company’s share where the shareholders retain their proportionate holdings in the Company.

  • Acquisition Documents means the Acquisition Agreement, all other agreements to be entered into between or among the Acquired Company or its Affiliates and the Borrower or its Affiliates in connection with the Acquisition and all schedules, exhibits and annexes to each of the foregoing and all side letters, instruments and agreements affecting the terms of the foregoing or entered into in connection therewith.

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

  • Organization Documents means, (a) with respect to any corporation, the certificate or articles of incorporation and the bylaws (or equivalent or comparable constitutive documents with respect to any non-U.S. jurisdiction); (b) with respect to any limited liability company, the certificate or articles of formation or organization and operating agreement; and (c) with respect to any partnership, joint venture, trust or other form of business entity, the partnership, joint venture or other applicable agreement of formation or organization and any agreement, instrument, filing or notice with respect thereto filed in connection with its formation or organization with the applicable Governmental Authority in the jurisdiction of its formation or organization and, if applicable, any certificate or articles of formation or organization of such entity.

  • Reorganization Securities has the meaning set forth in Section 6.9 hereof.

  • Other Transaction Documents means the Transaction Documents other than this Agreement.

  • Formation Documents means, collectively, the Issuer LLC Agreement, the Issuer Certificate of Formation and any other document pursuant to which the Issuer is formed or governed, as each may be amended or supplemented from time to time.

  • Stock Split means any kind of stock split in relation to the Shares, including a free share distribution to the holders of Shares, a stock dividend or a sub-division of Shares;

  • Combination Agreement has the meaning in the recitals hereto.

  • Related Documentation means, with respect to Software, all materials, documentation (including control documentation utilized in connection with an audit), specifications, technical manuals, user manuals, flow diagrams, file descriptions and other written information that describes the function and use of such Software, but excluding source code.

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

  • Organic Documents with respect to any Person, its charter, certificate or articles of incorporation, bylaws, articles of organization, limited liability agreement, operating agreement, members agreement, shareholders agreement, partnership agreement, certificate of partnership, certificate of formation, voting trust agreement, or similar agreement or instrument governing the formation or operation of such Person.

  • Exchange Agreements means the GSK Exchange Agreement, the Pfizer Exchange Agreement and the SLP Exchange Agreement;

  • Business Combination Agreement shall have the meaning given in the Recitals hereto.

  • Registered Offering Transaction Documents means this Agreement and the Registration Rights Agreement between the Company and the Investor as of the date herewith.

  • Capitalization grant means the federal grant made to this state by the United States environmental protection agency for either of the following purposes:

  • L/C Related Documents has the meaning specified in Section 2.06(b)(i).

  • Capitalization fairly present the information set forth therein on a basis consistent with that of the audited financial statements contained in the Registration Statement.

  • Fundamental Documents means, with respect to a corporation, the charter and bylaws (each as amended) or, with respect to any other Person, the documents by which such Person (other than an individual) establishes its legal existence or which govern its internal affairs.

  • Equity Line Transaction Documents means this Agreement and the Registration Rights Agreement.

  • Application Documents means collectively: (i) the grant application submitted by Grantee, including all exhibits, schedules, appendices and attachments thereto; (ii) all documents, correspondence and other written materials submitted with respect to the grant application; and (iii) all amendments, modifications or supplements to any of the foregoing approved in writing by City.

  • Organizational Documents means (a) with respect to a corporation, the charter, articles or certificate of incorporation, as applicable, and bylaws thereof, (b) with respect to a limited liability company, the certificate of formation or organization, as applicable, and the operating or limited liability company agreement thereof, (c) with respect to a partnership, the certificate of formation and the partnership agreement, and (d) with respect to any other Person the organizational, constituent and/or governing documents and/or instruments of such Person.