Skypass Acquisition Documents definition

Skypass Acquisition Documents means the Skypass Acquisition Agreement and all other agreements, instruments and other documents related thereto or executed in connection therewith.
Skypass Acquisition Documents means the Skypass Acquisition Agreement and all other agreements, instruments and other documents related thereto or executed in connection therewith. “Skypass Earnout Obligations” means, collectively, the issuance of the Deferred Rollover Shares (as defined in the Skypass Acquisition Agreement) and the Earnout Rollover Shares (as defined in the Skypass Acquisition Agreement) contemplated to be issued pursuant to Section 2.2(a)(v) and Section 2.2(a)(vi) of the Skypass Acquisition Agreement (as in effect on the Amendment No. 11 Effective Date) in an aggregate amount not to exceed 19.99% of the Parent’s Common Stock during the term of this Agreement. “Skypass Subsidiaries” means, collectively, (a) Skypass Travel Inc., a Texas corporation (“Skypass Travel”), (b) Skypass Travel de México S.A. de C.V., a sociedad anónima de capital variable (“Skypass Mexico”), (c) Skypass Holidays LLC, a Texas limited liability company (“Skypass Holidays”), (d) Skypass Travel Private Limited, a private limited company incorporated under the laws of India (“Skypass India”) and (e) Skypass Turismo LTDA, a company organized under the laws of Brazil (“Skypass LTDA”). “Small Business Act” means the Small Business Act (15 U.S. Code Chapter 14A – Aid to Small Business). “SOFR” means a rate equal to the secured overnight financing rate as administered by the SOFR Administrator. “SOFR Administrator” means the Federal Reserve Bank of New York (or a successor administrator of the secured overnight financing rate). “SOFR Borrowing” means, as to any borrowing, the SOFR Loans comprising such Loans. “SOFR Deadline” has the meaning specified therefor in Section 2.07(a). “SOFR Loan” means a Loan that bears interest at a rate based on Adjusted Term SOFR, other than pursuant to clause (c) of the definition ofReference Rate”. “SOFR Notice” means a written notice substantially in the form of Exhibit D. “SOFR Option” has the meaning specified therefor in Section 2.07(a). “Solvent” means, with respect to any Person on a particular date, that on such date (a) the fair value of the property of such Person is not less than the total amount of the liabilities of such Person, (b) the present fair salable value of the assets of such Person is not less than the amount that will be required to pay the probable liability of such Person on its existing debts as they become absolute and matured, (c) such Person is able to realize upon its assets and pay its debts and other liabilities, contingent obligations ...
Skypass Acquisition Documents means the Skypass Acquisition Agreement and all other agreements, instruments and other documents related thereto or executed in connection therewith. “Skypass Earnout Obligations” means, collectively, the issuance of the Deferred Rollover Shares (as defined in the Skypass Acquisition Agreement) and the Earnout Rollover Shares (as defined in the Skypass Acquisition Agreement) contemplated to be issued pursuant to Section 2.2(a)(v) and Section 2.2(a)(vi) of the Skypass Acquisition Agreement (as in effect on the Amendment No. 11 Effective Date) in an aggregate amount not to exceed 19.99% of the Parent’s Common Stock during the term of this Agreement.

More Definitions of Skypass Acquisition Documents

Skypass Acquisition Documents means the Skypass Acquisition Agreement and all other agreements, instruments and other documents related thereto or executed in connection therewith. “Skypass Earnout Obligations” means, collectively, the issuance of the Deferred Rollover Shares (as defined in the Skypass Acquisition Agreement) and the Earnout Rollover Shares (as defined in the Skypass Acquisition Agreement) contemplated to be issued pursuant to Section 2.2(a)(v) and Section 2.2(a)(vi) of the Skypass Acquisition Agreement (as in effect on the Amendment No. 11 Effective Date) in an aggregate amount not to exceed 19.99% of the Parent’s Common Stock during the term of this Agreement. “Skypass Subsidiaries” means, collectively, (a) Skypass Travel Inc., a Texas corporation (“Skypass Travel”), (b) Skypass Travel de México S.A. de C.V., a sociedad anónima de capital variable (“Skypass Mexico”), (c) Skypass Holidays LLC, a Texas limited liability company (“Skypass Holidays”), (d) Skypass Travel Private Limited, a private limited company incorporated under the laws of India (“Skypass India”) and (e) Skypass Turismo LTDA, a company organized under the laws of Brazil (“Skypass LTDA”). “Small Business Act” means the Small Business Act (15 U.S. Code Chapter 14A – Aid to Small Business).

Related to Skypass Acquisition Documents

  • 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.

  • 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.

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

  • 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.

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

  • Debt Financing Documents means the agreements, documents and certificates contemplated by the Financing, including all credit agreements, loan documents, purchase agreements, underwriting agreements, indentures, debentures and notes pursuant to which the Financing will be governed or contemplated by the Debt Commitment Letter.

  • Acquisition Agreements has the meaning specified in the Recitals.

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

  • Equity Documents means collectively the documents evidencing subscription to Equity to the extent of equity component of cost of the Project.

  • Securitization Documents means all documentation relating to any Permitted Securitization.

  • Bridge Loan Documents means the “Loan Documents” as defined in the Bridge Credit Agreement.

  • Financing Documents means collectively the documents evidencing Lenders’ commitment to finance the Project.

  • Permitted Securitization Documents means all documents and agreements evidencing, relating to or otherwise governing a Permitted Securitization Financing.

  • 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.

  • Collateral Acquisition Agreements means each of the agreements entered into by the Issuer in relation to the purchase by the Issuer of Collateral Debt Obligations from time to time.

  • 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.

  • Closing Date Acquisition Agreement shall have the meaning assigned to such term in the recitals hereto.

  • Bidding Documents means the set of Bidding Documents that preceded the placement of the Contract of which these GCC form a part, which were sold or issued by the Purchaser to potential Bidders, and in which the specifications, terms and conditions of the proposed procurement were prescribed.

  • RFP Documents means the following documents to be entered into by the parties to the respective agreements in connection with the supply of power:

  • Restructuring Documents means, collectively, the documents and agreements (and the exhibits, schedules, annexes and supplements thereto) necessary to implement, or entered into in connection with, this Plan, including, without limitation, the Plan Supplement, the Exhibits, the Plan Schedules, the Amended/New Organizational Documents, the Exit Facility Loan Documents, and the Plan Securities and Documents.

  • Convertible Note Documents means the indenture under which the Convertible Notes are issued and all other instruments, agreements and other documents evidencing or governing the Convertible Notes or providing for any other right in respect thereof.

  • Second Lien Note Documents means the Second Lien Note Indenture, the Second Lien Notes, the Second Lien Security Documents and each other document, instrument or agreement relating to the issuance of the Second Lien Notes, as the same may be amended, restated, supplemented, waived and/or otherwise modified from time to time in accordance with the terms thereof, of this Agreement and of the Intercreditor Agreement.

  • Operative Documents means the Purchase Agreement, the Indenture, the Trust Agreement, the Notes and the Trust Securities.

  • Related Transactions Documents means the Loan Documents, and all other agreements or instruments executed in connection with the Related Transactions.

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

  • Refinancing Documents means each of the agreements, documents and instruments entered into in connection with the Refinancing.