Merger or Sale definition

Merger or Sale means one or a series of related transactions involving a sale of all or substantially all of the Company's assets, a merger of the Company with or into another entity (if after such merger or asset sale the holders of a majority of the Company's voting securities before the transaction do not constitute a majority of the voting securities of the successor entity), or a transfer of all or substantially all of the Company's voting equity securities to another person or entity.
Merger or Sale shall have the meaning given to that term in Section 11.3 (a).
Merger or Sale means (i) the sale of all or substantially all of Client’s property, (ii) the sale of all or substantially all of the Client’s existing north property that was the subject of the Land Use Modification or (iii) the sale of the business of Client by means of a merger, consolidation, tender offer or similar transaction in which the shareholders of Client immediately before the closing of the transaction do not, immediately after the closing of the transaction, own at least a majority of the voting power and equity securities of the surviving or acquiring company (or its parent).

Examples of Merger or Sale in a sentence

  • Consolidation, Merger or Sale or Transfer of Assets or Earning Power.

  • Consolidation, Merger or Sale or Transfer of Assets or Earning Power .

  • Except as described in Section 8(b) (Merger or Sale of Assets) of the Subordinated Notes, the Company may not assign, transfer or delegate any of its rights or obligations under this Agreement or the Subordinated Notes without the prior written consent of all the Noteholders (as defined in the Subordinated Note).

  • Upon such a Consolidation, Merger or Sale of Assets, the term "the Company" as used will mean the other corporation and this Agreement shall continue in full force and effect.

  • Consolidation, Merger or Sale or Transfer of Assets or Earnings Power .

  • Except as described in Section 9(b) (Merger or Sale of Assets) of the Subordinated Notes, the Company may not assign, transfer or delegate any of its rights or obligations under this Agreement or the Subordinated Notes without the prior written consent of all the Noteholders (as defined in the Subordinated Note).

  • Consolidation, Merger or Sale or Transfer of Assets or Earning Power.....................................

  • Consolidation, Merger or Sale or Transfer of Assets or Earning Power...............................

  • Consolidation, Merger or Sale or Transfer of Assets or Earning Power Section 14.

  • Consolidation, Merger or Sale or Transfer of Assets or Earning Power..............................................

Related to Merger or Sale

  • Merger has the meaning set forth in the Recitals.

  • Consolidation means the consolidation of the accounts of each of the Restricted Subsidiaries with those of the Company in accordance with GAAP; provided that “Consolidation” will not include consolidation of the accounts of any Unrestricted Subsidiary, but the interest of the Company or any Restricted Subsidiary in any Unrestricted Subsidiary will be accounted for as an investment. The term “Consolidated” has a correlative meaning.

  • 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.

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

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

  • Business Combination means any merger, capital stock exchange, asset acquisition, stock purchase, reorganization or other similar business combination with one or more businesses, involving the Company.

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

  • Amalgamation means the amalgamation of the Amalgamating Corporations as contemplated in this Agreement;

  • Business Combination Transaction means:

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

  • Company Sale a sale, conveyance or other disposition of the Company, whether by merger, consolidation, sale of all or substantially all of the Company’s assets or sale of capital stock, including any issuance or transfer of Capital Stock of the Company to any Person.

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

  • Business Combination Proposal has the meaning set forth in Section 5.8.

  • Significant Transaction means a transaction which meets any one of the tests below:

  • Company Transaction means the consummation of

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

  • Asset Transfer means a sale, lease, exclusive license or other disposition of all or substantially all of the assets of the Company.

  • Permitted Sale means those sales, transfers or assignments permitted by the Credit Agreement.

  • Permitted Transaction means any transaction involving (i) a Swap that is not a Required Transaction or (ii) a Required Transaction that is a component of a Covered Package Transaction.

  • Exempt Transaction means an increase in the percentage of the outstanding shares of Common Stock or the percentage of the combined voting power of the outstanding Voting Stock of the Company beneficially owned by any Person solely as a result of a reduction in the number of shares of Common Stock then outstanding due to the repurchase of Common Stock or Voting Stock by the Company, unless and until such time as (a) such Person or any Affiliate or Associate of such Person shall purchase or otherwise become the Beneficial Owner of additional shares of Common Stock constituting 1% or more of the then outstanding shares of Common Stock or additional Voting Stock representing 1% or more of the combined voting power of the then outstanding Voting Stock, or (b) any other Person (or Persons) who is (or collectively are) the Beneficial Owner of shares of Common Stock constituting 1% or more of the then outstanding shares of Common Stock or Voting Stock representing 1% or more of the combined voting power of the then outstanding Voting Stock shall become an Affiliate or Associate of such Person.

  • Exchange Transaction means an exchange of Units for Common Units pursuant to, and in accordance with, the Exchange Agreement or, if the Issuer and the exchanging Limited Partner shall mutually agree, a Transfer of Units to the Issuer, the Partnership or any of their subsidiaries for other consideration.

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

  • Qualified Sale means a sale made by a qualified person through a charitable auction.

  • Reorganization Event has the meaning specified in Section 5.6(b).

  • Approved Sale has the meaning set forth in 2.1(d).

  • Articles of Amalgamation means the articles of amalgamation giving effect to the Amalgamation required under the OBCA to be filed with the Director;