Recital B definition

Recital B. Xxxxxxx" 2.2.20 "OBCA" Recital B "Patents" 2.1.18(a)(ii) "Person" 1.9.4 "Philips" 2.2.3 "Philips Additional Shares Right" 2.2.3 "Pre-Closing Average Price" 1.6.2 "Proxy Statement" 1.2(b) "Representatives" 3.2 "Required Approvals" 4.1.1 "Right," "Rights" 1.6 "Rights Agreement" 1.6 "SEC" 1.2(b) "Securities Act" 1.2(b) "To the knowledge of" Introduction to Article 2 "Stock Option Agreement" Recital C "Stock Purchase Agreement" 2.2.28 "Sub" Preamble "Superior Proposal" 3.2 "Surviving Corporation" 1.4 "Taxes" 2.1.12(e) "Takeover Proposal" 3.2 "Termination Fee" 5.5.2 "Warrants" 2.1.3 "WDR" 2.1.20 "Year 2000 compliant" 2.1.26 AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER made as of December 3, 1998 (the "Agreement") is among FEI COMPANY, an Oregon corporation ("FEI"), MICRION CORPORATION, a Massachusetts corporation ("Micrion"), and MC ACQUISITION CORPORATION, an Oregon corporation and wholly-owned subsidiary of FEI ("Sub").
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Recital B. CLOSING DATE BALANCE SHEET" Section 2.4(a) "CLOSING DATE" Section 2.3 "CLOSING" Section 2.3 "COMPANY MANAGEMENT" Section 5.2(a) "COMPANY" Recital A "COMPANY'S BENEFITS" Section 3.9 "CREDIT UNION" Section 3.21 "DIRECTING PARTY" Section 9.1(f) "FINAL WORKING CAPITAL" Section 2.5 "FIRPTA STATEMENT" Section 9.4 "LEASES" Section 3.15(b) "LIABILITY SCHEDULES" Section 10.3(a) "LIABILITY" Section 10.3(b) "LISTED TITLE POLICIES" Section 3.24 "LOSSES" Section 10.3 "MULTIEMPLOYER PLAN" Section 3.9(a) "NON-CURRENT LIABILITIES SCHEDULE" Section 10.3(a) "OBJECTION NOTICE" Section 2.4(b) "OBJECTION PERIOD" Section 2.4(b) "PLAN SPONSOR" Section 6.1(c) "POLICIES" Section 3.24 "PRE-CLOSING MATTERS" Section 10.3(b) "PRE-CLOSING TAXES" Section 9.1(e) "PROPERTY TAXES" Section 9.1(c) "PURCHASE PRICE" Section 2.2 "REAL PROPERTY" Section 3.15
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Recital B. The term "Providers" shall include individuals or organizations licensed to practice dentistry (including specialists) as well as other licensed dental professionals who provide ancillary reimbursable dental services.
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Examples of Recital B in a sentence

  • Except for obligations arising under Part VIII of the agreement referred to in Recital (B) and unperformed prior to the first day of July 1984 that agreement shall be deemed to have ceased to operate on and from that date.

  • Pursuant to Section 8 of the Agreement, AWLH hereby consents to (a) the transfer described in Recital B above of BFINA’s interest in the Partnership to AWSH and (b) the admission of AWSH as a substituted limited partner.

  • SCHEDULE 2 Actions Referred to in Recital (B) of the Preamble to this Agreement 1.

  • This Additional Performance Guarantee (as defined hereunder) shall be kept valid and operative up to 90 (ninety) days after the expiry of the validity of the JOA, as executed by and among the persons mentioned at Recital (B) hereinabove (“ Guarantee Period”).

  • The Lease has been duly executed and delivered by Tenant and, subject to the terms and conditions thereof, the Lease is in full force and effect, the obligations of Tenant thereunder are valid and binding, and there have been no modifications or additions to the Lease, written or oral, other than those, if any, which are referenced above in Recital B.

  • This clause shall apply to rental housing that has been provided from grants made by the Commonwealth to a State under Part III of the Housing Assistance Act 1978 or under Part XI of the agreement referred to in Recital (B).

  • The Borrower shall apply the Loan for the purposes referred to in Recital (B).

  • Danaos Corporation (the “Guarantor”) is willing to execute and deliver to the Builder the Letter of Guarantee (as hereinafter defined) guaranteeing the payment of the postponed part of the final instalment referred to in Recital (B) above.

  • The Buyer is willing to execute and deliver to the Builder the Mortgage, Assignment and the Time Charter Assignment (each as hereinafter defined) in respect of the Vessel as security for the payment of the postponed part of the final instalment referred to in Recital (B) above.

  • This Agreement and the arrangement between the Parties shall at all times be read along with the terms of the bid document (as specified in Recital B above) and the response / application of the General Sales Agent in relation to the said bid document.


More Definitions of Recital B

Recital B. The TCOM Technology has been developed over a number of years by Mxxxxxx X. Xxxxxx, who now holds U.S. Patent No. 8328991 (“Patent”) issued December 11, 2012. The following paragraph is the language of the Abstract that has been taken from the Patent: “A processing vessel is loaded with a feedstock including organic material and at least one additive which is non-inert to the organic material. A bottom portion of the feedstock is heated to a pyrolysis state for producing a horizontal thermal layer with the feedstock, which thermally decomposes organic material into carbon as the non-inert additive reacts with the organic material. Vapor is directed downwardly through the feedstock while discharging volatile organic compounds from a lower portion of the chamber. Prior to complete thermal decomposition of the feedstock, the direction of vapor flow within the feedstock is reversed wherein the vapor flows upwardly through the feedstock while the volatile compounds are discharged from an upper portion of the chamber. Pressure and vapor flow within the chamber are regulated during upward vapor flow to regulate vertical movement of the thermal layer within the feedstock for controlling the extent of thermal decomposition of the feedstock.”
Sample 1
Recital B. Receiving Party" 5.3.2 "Service and Supply Agreement" 8.3 "Specified Equipment" Recital D "Sublease" Recital B "to the best knowledge of" 11.9
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Related to Recital B

  • Recitals Dissenting Shares"........................................ Section 2.2(g) "D&O Insurance"............................................ Section 5.10(c) "Effective Time"........................................... Section 1.2 "Embedded Shares".......................................... Section 3.2 "ERISA".................................................... Section 3.10(a) "ERISA Plan"............................................... Section 3.10(a) "Excess Shares"............................................ Section 2.2(e)(ii) "Exchange Act"............................................. Section 3.4(b) "Exchange Agent"........................................... Section 2.2(a) "Exchange Fund"............................................ Section 2.2(a) "Exchange Ratio"........................................... Section 2.1(c) "GAAP"..................................................... Section 3.6(b) "Governmental Entity"...................................... Section 3.4(b) "Information Statement".................................... Section 5.4 "Merger"................................................... Recitals "Merger Consideration"..................................... Section 2.1(c) "Multiemployer Plan"....................................... Section 3.10(a) -iv-

  • Preamble legal defeasance option"..................................................... 8.01(b) "Notice of Default"........................................................... 6.01 "Offer Period"................................................................ 4.06(d) "Original Securities"......................................................... Preamble "Paying Agent"................................................................ 2.04 "protected purchaser"......................................................... 2.08 "Refinancing Indebtedness".................................................... 4.03(b) "Refunding Capital Stock"..................................................... 4.04 "Registration Agreement"...................................................... Appendix A "Registered Exchange Offer"................................................... Appendix A "Registrar"................................................................... 2.04 "Restricted Payment".......................................................... 4.04(a) "Retired Capital Stock"....................................................... 4.04(b) "Securities Custodian"........................................................ Appendix A "Shelf Registration Statement"................................................ Appendix A "Special Redemption".......................................................... 3.07(b) "Special Redemption Date"..................................................... 3.07(b) "Special Redemption Price".................................................... 3.07(b) "Successor Company"........................................................... 5.01(a) "Successor Guarantor"......................................................... 5.01(b)(i) "TRW Automotive Luxembourg"................................................... 4.11(d)

  • Recital a "Schedule” and a “paragraph / clause" shall be construed as a reference to an Article, a Recital, a Schedule and a paragraph/clause respectively of this Agreement;

  • Annex means an annex to this Agreement.

  • Preliminary Statement shall have the meaning set forth in Section 2.3(c).

  • Annex A means the Commission’s General Conditions of Contract.

  • Exhibit means any item labeled as an Exhibit in the Solicitation or placed in the Exhibits section of the solicitation.

  • Existing Agreement has the meaning set forth in the recitals hereto.

  • Annexure means the Annexure to the terms and conditions.

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

  • Section 1 Purchase Option Expiration Date" Section 1 "Purchase Option Notice" Section 2.6(a)(ii) "Purchase Option Share Amount" Section 1 "Qualified Daily Trading Limit" Section 1 "Registered" Section 1 "Registrable Securities" Section 1 "Registration Statement" Section 2.5(a)(i) "Releases" Section 5.13 "SEC" Section 2.5(a)(i) "SEC Documents" Section 5.8 "SEC Filings" Section 1 "Securities Act" Section 1 "Selling Period" Section 1 "Selling Period Obligation" Section 1 "Settlement" Section 1 "Settlement Date" Section 1 "Significant Subsidiaries" Section 5.20 "Subsidiaries Section 5.3 "Suit" Section 5.18(c) "Tax Return" Section 1 "Taxes" Section 1 "Trading Day" Section 1 "Transfer Agent" Section 1 "Underwriter" Preamble "Underwriter's Clearing Broker" Section 1 "Underwriting Price" Section 1 "Underwriter Sales Notice" Section 2.3(b) "Violations" Section 9.1(a) "VWAP" Section 1 "WARN" Section 5.11 PROVISIONAL PATENT APPLICATION HAS BEEN FILED COMMON STOCK UNDERWRITING AGREEMENT COMMON STOCK UNDERWRITING AGREEMENT dated as of November 1, 2000 (the "Agreement"), between Ramius Securities, LLC, a limited liability company organized and existing under the laws of the State of Delaware (the "Underwriter"), and Triangle Pharmaceuticals, Inc., a corporation organized and existing under the laws of the State of Delaware (the "Company").

  • Schedule 1 means Schedule 1 of this Licence unless otherwise stated;

  • Whereas the Company has registered or will have registered each Account with the SEC (unless exempt therefrom) as a unit investment trust under the 1940 Act before any Contracts are issued by that Account; and" "The Company represents and warrants (a) that the Contracts are registered under the 1933 Act or will be so registered before the issuance thereof (unless exempt therefrom), (b) that the Contracts will be issued in compliance in all material respects with all applicable Federal and state laws and (c) that the Company will require of every person distributing the Contracts that the Contracts be offered and sold in compliance in all material respects with all applicable Federal and state laws. The Company further represents and warrants that it is an insurance company duly organized and validly existing under applicable law and that it has legally and validly authorized each Account as a separate account under Section 27-1-5-1 of the Indiana Insurance Code, and has registered or, prior to the issuance of any Contracts, will register each Account (unless exempt therefrom) as a unit investment trust in accordance with the provisions of the 1940 Act to serve as a separate account for its Contracts, and that it will maintain such registrations for so long as any Contracts issued under them are outstanding."

  • Exhibit C Form xx Xxxxx B-4, B-5 or B-6 Certificate.................... Exhibit D: (Resexxxx)................................................... Exhibit E: Form of Reverse of Certificates.............................. Exhibit F: Form of Initial Certification of Master Servicer............. Exhibit G: Form of Final Certification of Master Servicer...............

  • Master Definitions Schedule means the amended and restated schedule of definitions relating to the Programme originally dated the Programme Effective Date and as most recently amended and restated on 18 December 2020 (as further amended, supplemented and/or replaced from time to time).

  • Schedule A has the meaning specified in Section 2.3(a);

  • Annex I means Annex I to Directive 2008/98/EC of the European Parliament and of the Council on waste.

  • Defined Terms As used herein:

  • Amendment No. 1 Effective Date has the meaning specified in Amendment No. 1.

  • Schedule Supplement has the meaning set forth in Section 6.03.

  • the first supplementary agreement means the agreement of which a copy is set out in the Second Schedule;

  • Amendment No. 4 Effective Date has the meaning assigned to such term in Amendment No. 4.

  • The definition of Pass-Through Rate" set forth in Section 1.01 of the Pooling Agreement is hereby amended and restated to read as follows: