Merger Agreement has the meaning set forth in the Recitals.
Bank Merger Agreement has the meaning set forth in Section 6.10.
Share Exchange Agreement has the meaning specified in the Recitals.
Plan of Merger has the meaning set forth in Section 2.2.
Agreement and Plan of Merger has the meaning set forth in the first recital above.
Transaction Agreement has the meaning set forth in the recitals.
Merger Transactions means the Merger and the other transactions relating thereto or contemplated by the Merger Agreement.
Specified Merger Agreement Representations means such of the representations and warranties made with respect to the Company and its Subsidiaries by the Company in the Merger Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders.
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.
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.
Acquisition Agreement means a letter of intent, agreement in principle, merger agreement, acquisition agreement, option agreement or other similar agreement.
Alternative Acquisition Agreement shall have the meaning set forth in Section 6.5(c).
Company Acquisition Agreement has the meaning set forth in Section 5.04(a).
First Merger shall have the meaning given in the Recitals hereto.
Effective Time of the Merger means the time as of which the Merger becomes effective, which shall occur on the Funding and Consummation Date.
unanimous shareholder agreement means either: (i) a lawful written agreement among all the shareholders of the Corporation, or among all the shareholders and one or more persons who are not shareholders; or (ii) a written declaration of the registered owner of all of the issued shares of the Corporation; in each case, that restricts, in whole or in part, the powers of the directors to manage, or supervise the management of the business and affairs of the Corporation, as from time to time amended.
Acquisition Transactions means the transactions contemplated by the Acquisition Agreement.
Parent Agreement has the meaning given to it in Clause 12;
Formation Transactions means the transactions contemplated by this Agreement and the other Formation Transaction Documentation.
Second Merger has 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.
Company Acquisition Transaction means any transaction or series of transactions involving:
Company Merger has the meaning set forth in the recitals hereto.
Business Combination Agreement shall have the meaning given in the Recitals hereto.
Share Exchange has the meaning set forth in Section 2.1.
Shareholder Agreement has the meaning set forth in the Recitals.