Xxxxx Acquisition Agreement definition

Xxxxx Acquisition Agreement means the Agreement and Plan of Merger dated as of June 25, 2007 among Xxxxx Maritime, K-Sea, Xxxxx Maritime, Ltd., a Hawaii corporation, Go Big Chartering, LLC, a Washington limited liability company, Xxxxxx X.X. Xxxxx, individually and as trustee for The Xxxxxx X.X. Xxxxx Trust, Xxxxxxx Xxxxx, as trustee for the Xxxxxxx Xxxxx SML Trust and 235LX, LLC, a Washington limited liability company, as amended prior to the Effective Date.
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Xxxxx Acquisition Agreement means the Stock Interest Purchase Agreement to be dated as of the Xxxxx Acquisition Closing Date by and among the Company, Xxxxx Sellers and Xxxxx.
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Xxxxx Acquisition Agreement means the acquisition agreement entered into in connection with the Xxxxx Acquisition substantially in the form of the draft dated May 20, 2003 delivered to the Purchasers, with such changes thereto as are reasonably acceptable to the Purchasers.
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Examples of Xxxxx Acquisition Agreement in a sentence

  • The revenue, adjusted EBITDA, free cash flow and other financial data of Xxxxx included in the Prospectus and General Disclosure Package is derived from unaudited financial information provided by Xxxxx to the Company, which information is the subject of representations and warranties contained in the Xxxxx Acquisition Agreement that the Company does not believe, as of the date hereof, to be untrue in any material respects.

  • Xxxxx and Xxxx Xxxx Xxxxx, as tenants by the entirety, contemplated by SECTION 7(B) of the Xxxxx Xxxxx Acquisition Agreement and prior to the consummation of the Xxxxx Acquisition.

  • The Xxxxx Acquisition has been consummated substantially in accordance with the terms of the Xxxxx Acquisition Agreement; Parent has become the owner of all capital stock of Xxxxx; and Xxxxx is a wholly-owned Subsidiary of Parent.

  • The execution and delivery of this Amendment, each of the other Loan Documents entered into as of the date hereof, the Allonges, and each of the Xxxxx Acquisition Agreement, the performance of the Amended Agreement, such other Loan Documents, and each of the Xxxxx Acquisition Agreement, and the payment of the Notes as amended by the Allonges (the "Amended Notes") have been duly authorized by all necessary corporate action on the part of each Loan Party thereto.

  • In addition, as requested, certain deliverables shall also be provided electronically in PDF format.

  • As soon as reasonably practicable but in any event no later than five (5) Business Days after the Xxxxx Acquisition Closing Date, the Company shall deliver to the Administrative Agent fully executed and compiled final copies of the Xxxxx Acquisition Agreement and all other material Xxxxx Acquisition Documents.

  • Maintain and preserve all of its assets that are necessary or useful in the proper conduct of its business in good working order and condition, ordinary wear, tear, and casualty excepted, and Permitted Dispositions excepted, and comply with the material provisions of all material leases to which it is a party as lessee, so as to prevent the loss or forfeiture thereof, unless such provisions are the subject of a Permitted Protest.

  • At least two (2) Business Days prior to the Xxxxx Acquisition Closing Date, the Administrative Agent shall have received drafts of the Xxxxx Acquisition Agreement and all other material Xxxxx Acquisition Documents, in substantially final form, and the terms and conditions thereof shall be reasonably acceptable to the Administrative Agent.

  • Prior to closing, Lender shall have received, reviewed and approved the terms of the Xxxxx Acquisition Agreement, including all disclosure schedules attached thereto or required to be delivered thereby, together with a copy of the audited financial statements of Xxxxx for its fiscal year ended January 31, 1997.

  • The Amendment No. 8 Specified Representations and the Amendment No. 8 Specified Xxxxx Acquisition Agreement Representations shall be true and correct.


More Definitions of Xxxxx Acquisition Agreement

Xxxxx Acquisition Agreement means that certain Membership Interest Purchase Agreement dated as of October 26, 2018, among Enservco, Xxxxx Hot Oil Holdings, LLC, a Delaware limited liability company, Xxxxx Hot Oil Service, LLC, a Delaware limited liability company, and certain other parties thereto.
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Xxxxx Acquisition Agreement means that certain Equity Securities Purchase Agreement, dated as of November 1, 2017, as amended and in effect on the date hereof, by and among American Medical Response, Inc., Xxxxxx X. Xxxx, and the other sellers parties thereto.
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Xxxxx Acquisition Agreement means the Asset Purchase Agreement dated as of May 12, 2006, between XXXXx and the Counterparty, as in effect on the date hereof.
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Xxxxx Acquisition Agreement has the meaning specified in the Preliminary Statements.
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Xxxxx Acquisition Agreement means that certain Agreement and Plan of Merger, dated as of January 25, 2021, by and among xxx.xx, the Company and certain other parties thereto.
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Xxxxx Acquisition Agreement means that certain Purchase Agreement dated June 5, 2008, by and among Concho and Xxxxx, which is attached hereto as Exhibit F.
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Related to Xxxxx Acquisition Agreement

  • Company Acquisition Agreement has the meaning set forth in Section 5.04(a).

  • Alternative Acquisition Agreement has the meaning set forth in Section 5.3(d).

  • Acquisition Agreements has the meaning specified in the Recitals.

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

  • Limited Condition Acquisition Agreement means, with respect to any Limited Condition Acquisition, the definitive acquisition documentation in respect thereof.

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

  • 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.

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

  • Specified Acquisition Agreement Representations means such of the representations and warranties in the Acquisition Agreement made by the Acquired Company with respect to the Acquired Company and its subsidiaries as are material to the interests of the Lenders, but only to the extent that the Borrower (and/or its applicable Affiliate) has the right to terminate its and/or such Affiliate’s obligations under the Acquisition Agreement as a result of a breach of such representations in the Acquisition Agreement.

  • Master Transaction Agreement has the meaning set forth in the recitals.

  • Investment Agreement shall have the meaning set forth in the Recitals hereto.

  • Equity Contribution Agreement means the Equity Contribution Agreement, to be dated as of the Closing Date, by and among Guarantor, Borrower and Administrative Agent.

  • Contribution Agreement means that certain Contribution and Conveyance Agreement, dated as of the Closing Date, among the General Partner, the Partnership, the Operating Partnership and certain other parties, together with the additional conveyance documents and instruments contemplated or referenced thereunder, as such may be amended, supplemented or restated from time to time.

  • Original Financing Agreement means the development credit agreement for a Social Investment Program Project between the Recipient and the Association, dated April 7, 2003, as amended to the date of this Agreement (Credit No. 3740-BD).

  • Definitive Acquisition Agreement means any definitive written agreement entered into by the Company that is conditioned on the approval by the holders of not less than a majority of the outstanding shares of Common Stock at a meeting of the stockholders of the Company with respect to (i) a merger, consolidation, recapitalization, reorganization, share exchange, business combination or similar transaction involving the Company or (ii) the acquisition in any manner, directly or indirectly, of more than 50% of the consolidated total assets (including, without limitation, equity securities of its subsidiaries) of the Company and its Subsidiaries.

  • Restructuring Agreement shall have the meaning set forth in the recitals.

  • Asset Management Agreement means, as the context requires, any agreement entered into between a Series and an Asset Manager pursuant to which such Asset Manager is appointed as manager of the relevant Series Assets, as amended from time to time.

  • Co-financing Agreement means the agreement to be entered into between the Recipient and the Co-financier providing for the Co-financing.

  • Restatement Agreement has the meaning set forth in the introductory statement of this Agreement.

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

  • Factoring Agreement means any factoring agreement by and between Borrower and/or any Restricted Subsidiary and a Factor.

  • Parent Agreement has the meaning given to it in Clause 12;

  • Asset Transfer Agreement means the asset transfer agreement dated September 12, 2014 between Centurion Real Estate Opportunities Trust and Centurion Apartment REIT pursuant to which Centurion Apartment REIT seeded the initial portfolio of Centurion Real Estate Opportunities Trust.

  • Second Amendment Agreement means that certain Second Amendment Agreement dated as of October 4, 2011, among Xxxxx 0, xxx Xxxxxxxx, Xxxxxxx Xxxxx Capital Corporation, as administrative agent and collateral agent, and the Tranche B II Term Lenders party thereto, providing for, among other things, the amendment and restatement of the 2009 Credit Agreement.

  • Acquisition Agreement Representations means the representations and warranties with respect to the Companies made by the Seller in the Acquisition Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders, but only to the extent that the Borrower or its Affiliates have the right to terminate its or their obligations under the Acquisition Agreement (or decline to consummate the Rockwood Acquisition) as a result of a breach of such representations in the Acquisition Agreement.

  • New Management Agreement means the management agreement to be entered into between Buyer and the Manager for the operation and management of the Hotel on and after the Closing Date.