Surviving Transaction definition

Surviving Transaction has the meaning set forth in Section 5.1(f).
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Surviving Transaction has the meaning set forth in Section 5.1(j)(ii).
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Surviving Transaction shall have the meaning assigned to such term in Section 15.10(a). 103
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Examples of Surviving Transaction in a sentence

  • So long as Warrants remain outstanding, the Company will not enter into any Non- Surviving Transaction unless the acquirer shall expressly assume by a supplemental agreement, executed and delivered to the Warrant Agent, in form reasonably satisfactory to the Warrant Agent, the due and punctual performance of every covenant of this Agreement on the part of the Company to be performed and observed and shall have provided for exercise rights in accordance with Section 4.1(j).

  • The Surviving Transaction Agreements shall remain in full force and effect in accordance with their respective terms except references to terminated Transaction Agreements as set forth in Section 8.

  • Upon the consummation of such Non- Surviving Transaction, the acquirer shall succeed to, and be substituted for, and may exercise every right and power of, the Company under this Agreement with the same effect as if such acquirer had been named as the Company herein.

  • Except as otherwise expressly modified herein, the Surviving Transaction Documents shall remain in full force and effect.

  • This Second Settlement Agreement (including any annexes, exhibits and schedules hereto) and the Surviving Transaction Agreements constitute the complete agreement among the parties hereto with respect to the subject matter hereof and thereof and supersede all prior agreements, understandings, promises, and arrangements, oral or written, between the parties with respect to such subject matter.

  • This Agreement, together with the Surviving Transaction Documents, is the entire agreement between the parties hereto with respect to the subject matter hereof.

  • Upon the Effective Date, (i) each reference in any Surviving Transaction Document to such agreement shall mean and be a reference to such agreement as amended by this Agreement, and (ii) each reference in any Surviving Transaction Document to any other Surviving Transaction Document shall mean and be a reference to such agreement as amended by this Agreement.

  • The Transaction Documents (other than the Note, the Note Purchase Agreement, the Security Agreement, the Trade Invoice, the Note Financing Statements, and the Terminated Support Agreements), as amended by this Agreement, shall be referred to as the Surviving Transaction Documents.


More Definitions of Surviving Transaction

Surviving Transaction has the meaning set forth in Section 8.
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Surviving Transaction has the meaning set forth in Section 4(c)(ii)(B).
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Surviving Transaction has the definition specified therefor in Section 14.9.
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Surviving Transaction has the meaning set forth in Section 11.10.
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Related to Surviving Transaction

  • Restructuring Transaction means a tax free distribution under section 355 of the internal revenue code and includes tax free transactions under section 355 of the internal revenue code that are commonly referred to as spin offs, split ups, split offs, or type D reorganizations.

  • Qualifying Transaction means a transaction where a CPC acquires Significant Assets, other than cash, by way of purchase, amalgamation, merger or arrangement with another Company or by other means.

  • Merger Transaction means any merger, acquisition or similar transaction involving a recapitalization as contemplated by Rule 10b-18(a)(13)(iv) under the Exchange Act.

  • Closing Transactions has the meaning set forth in Section 11.8(a)(i) of these Bylaws.

  • Merger Transactions means the Merger and the other transactions relating thereto or contemplated by the Merger Agreement.

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).

  • Restructuring Transactions means the transactions described in Article IV.B of the Plan.

  • Merger Closing means “Closing,” as that term is defined in the Merger Agreement.

  • Surviving Corporation has the meaning set forth in Section 2.1.

  • Second Merger has the meaning set forth in the Recitals.

  • Effective Time of the Merger means the time as of which the Merger becomes effective, which shall occur on the Funding and Consummation Date.

  • First Merger shall have the meaning given in the Recitals hereto.

  • Reorganization Transaction see clause (d) of the definition of “Change of Control.”

  • Sale Transaction has the meaning set forth in Section 3(a).

  • Company Acquisition Transaction means any transaction or series of transactions involving:

  • Effective Time has the meaning set forth in Section 2.2.

  • Permitted Merger shall have the meaning set forth in Section 3.01.

  • Business Combination Transaction means:

  • Share Exchange Event shall have the meaning specified in Section 14.07(a).

  • M&A Transaction means any acquisition, directly or indirectly, by a Project Holdco, whether by purchase, merger or otherwise, of all or substantially all of the assets of, all or a portion of the Equity Interests of, or a business line or unit or a division of, any Person.

  • Financing Transaction means a transaction in which a licensed provider obtains financing from a financing entity including any secured or unsecured financing, any securitization transaction, or any securities offering which is either registered or exempt from registration under federal and state securities law.

  • Acquisition Transaction Announcement means (i) the announcement of an Acquisition Transaction, (ii) an announcement that Counterparty or any of its subsidiaries has entered into an agreement, a letter of intent or an understanding designed to result in an Acquisition Transaction, (iii) the announcement of the intention to solicit or enter into, or to explore strategic alternatives or other similar undertaking that may include, an Acquisition Transaction, (iv) any other announcement that in the reasonable judgment of the Calculation Agent may result in an Acquisition Transaction or (v) any announcement of any change or amendment to any previous Acquisition Transaction Announcement (including any announcement of the abandonment of any such previously announced Acquisition Transaction, agreement, letter of intent, understanding or intention). For the avoidance of doubt, announcements as used in the definition of Acquisition Transaction Announcement refer to any public announcement whether made by the Issuer or a third party.

  • Reorganization Transactions shall have the meaning set forth in the recitals.

  • Separation Transaction means the sale or separation of the non-television business of the Holding Company in whole or in part, whether by asset sale or otherwise.

  • Drag-Along Transaction has the meaning set forth in Section 4(d)(i) of the Stockholder Agreement.

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