Certain Additional Definitions. As used in this Agreement, the following terms shall have the respective meanings ascribed thereto in the respective sections of this Agreement set forth opposite each such term below: Term Section Accounting Firm 2.8(c) Agreement Preamble Audited Company Financial Statements 4.7 Aviation Regulations 4.12(c) Balance Sheet Date 4.7(a) Business Insurance Policies 4.20 Certificate of Merger 2.4 Claim Dispute Notice 9.4(c) Class A Common Stock 4.3(a) Closing 2.3 Closing Balance Sheet 2.8(b) Closing Date 2.3 Closing Date Schedule 2.8(b) COBRA 4.17(g) Common Stock 4.3(a) Company Preamble Company Benefit Plans 4.17(a) Company Bylaws 4.2 Company Certificate of Incorporation 4.2 Company Certificates 3.1(a) 11 Term Section Company Disclosure Schedule Article IV Company Financial Statements 4.7 Company Indemnified Parties 6.6(a) Company Intellectual Property Rights 4.15 Company Licensed Software 4.15 Company Owned IP 4.15 Company Pre-Closing Certificate 2.8(a) Company Proprietary Software 4.15 Company Subsidiary 4.4(a) Confidential Information 6.4(b) Covered Person 6.11(a) Current Balance Sheet 4.7(a) Deductible 9.3 Dispute Notice 2.8(c)(ii) Dissenting Shares 3.2 Effective Time 2.4 Employee Benefits 6.7(b) Equityholder Representative 10.1 Estimated Aggregated Exercise Price 2.8(a) Estimated Closing Cash 2.8(a) Estimated Closing Debt 2.8(a) Estimated Net Working Capital Amount 2.8(a) Estimated Unpaid Company Transaction Expenses 2.8(a) Expert Calculations 2.8(c)(iv) Expiration Date 9.1 Holder Group 6.8 FAA 4.12(c) Indemnitees 9.2(a) Leased Real Property 4.14(b) Letter of Transmittal 3.1(a) Major Customers 4.22(a) Major Suppliers 4.22(b) Material Contract 4.16(a) Merger Recitals Merger Consideration 2.6(b) Merger Sub Preamble Multiemployer Plan 4.17(e) Multiple Employer Plan 4.17(e) OFAC 4.12(d) Option Spread 2.7 Owned Real Property 4.14(a) Parent Preamble Parent Subsidiaries 5.5 Per Share Merger Consideration 2.6(b) Pre-Closing Period 6.1(a) Term Section Products 4.15(g) Registered Intellectual Property 4.15(a) Released Parties 6.12 Restricted Parties 6.11(a) Required Company Stockholder Vote 4.1 Review Period 2.8(c)(ii) Sanctioned Country 4.12(d) Sanctioned Person 4.12(d) Sanctions 4.12(d) Section 280G Payments 6.11 Shortfall 2.8(d)(i) Solvent 5.6 Specified Accounting Principles 2.8(a) Surviving Corporation 2.1 Tax Assets 2.9(a) Tax Benefit 9.3(c) Third-Party Claim 9.6(a) Trade Control Laws 4.12(d) Transaction Tax Benefit 2.9(a) TTB Audit 2.9(e) TTB Recipient 2.9(a) ...
Certain Additional Definitions. For all purposes of and under this Agreement, the following terms shall have the respective meanings ascribed thereto in the respective sections of this Agreement set forth opposite each such term below:
Certain Additional Definitions. Certain capitalized terms used in this Xxxxxxxxx ESA Custodial Agreement are defined in the Xxxxxxxxx ESA Adoption Agreement. In addition, the following terms have the ascribed meaning:
Certain Additional Definitions. As used in this Agreement, “herein,” “hereunder” and “hereof” shall refer to this Agreement as a whole, and “including” shall mean “including but not limited to” and “including, without limitation.”
Certain Additional Definitions. As used in this Agreement, the following capitalized terms shall have the following meanings: "Prospectus" shall mean the prospectus included in any Registration Statement, as amended or supplemented by any prospectus supplement with respect to the terms of the offering of any portion of the Registrable Securities covered by such Registration Statement and by all other amendments and supplements to the prospectus, including post-effective amendments and all material incorporated by reference in such prospectus. "Register," "registered" and "registration" refer to a registration effected by preparing and filing a registration statement or similar document in compliance with the 1933 Act, and such registration statement or document becoming effective under the 1933 Act. "Registrable Securities" shall mean (i) the Purchased Shares; (ii) any Common Stock issued as (or issuable upon the conversion or exercise of any warrant, right or other security which is issued as) a dividend or other distribution with respect to, or in exchange for or in replacement of, such Purchased Shares; and (iii) any Common Stock issued pursuant to Section 4.2(a). "Registration Statement" shall mean any registration statement of the Company that covers any of the Registrable Securities pursuant to the provisions of this Agreement, including the Prospectus, amendments and supplements to such
Certain Additional Definitions. For purposes of this Agreement:
Certain Additional Definitions. As used in this Agreement, the following capitalized terms shall have the following meanings:
Certain Additional Definitions. As used in this Agreement, the following terms shall have the respective meanings ascribed thereto in the respective Sections of this Agreement set forth opposite each such term below. Term Section Additional Units 5.2(b) Affiliated Institution 10.2(f) Agreement preamble Approval Date 17.5 BBA 11.4 Capital Account 5.3 Board Observer 7.3(c)(ix) CEO 9.1 Certificate of Formation recitals Chairman of the Board 7.8 Company preamble Covered Person 10.1(a) Director 7.1 Directors and Observers Schedule 7.3(g) Effective Date preamble First Amended and Restated LLC Agreement recitals Fiscal Year 14.1 Forfeiture Allocations 18.2(e) Holdco recitals Investor Director Nomination Rotation 7.3(c)(i) Losses 10.2(a) Misallocated Item 18.5 Nominating Transferee 7.3(d)(iii) Nomination Waiver 7.3(c)(iv) Officers 9.1 Operational Date 17.5 Original Effective Date recitals Original LLC Agreement recitals Partnership Audit Rules 14.2(b) Partnership Representative 14.2(b) Petition Candidate 7.4(c) Regulator 13.3(b) Regulatory Allocations 18.2(d) Secretary 9.1 Shortfall Amount 11.3 Tax Advances 11.3 Taxing Authority 11.4 Unallocated Item 18.5 Withholding Advances 11.4
Certain Additional Definitions. As used in this Warrant, the following capitalized terms shall have the following meanings:
Certain Additional Definitions. For all purposes of and under this Agreement, the following terms shall have the respective meanings ascribed thereto in the respective sections of this Agreement set forth opposite each such term below: Term Section Adjustment Statement 2.5.3 Agreement Preamble Assignment of Business Intellectual Property 7.2.1 Assumed Liabilities 2.7.1 Assumption Agreement 7.2.3 Balance Sheet 3.4 Balance Sheet Date 3.4 Bxxx of Sale 7.2.1 Business Recitals Business Insurance Policies 3.11 Buyer Preamble CIM 10.1.2 Claimant 9.4.1 Closing 7.1.1 Closing Cash 2.1 Closing Date 7.1.1 Communications Preamble Confidentiality Agreement 5.6.1 Deductible 9.5.1 Estimated Adjustment Statement 2.5.1 Excluded Assets 2.2 Financial Statements 3.4 Hire Date 5.5 Indemnifying Party 9.4.1 Newspapers Recitals Operations Preamble Projections 10.1.1 Purchase Price 2.4 Replacement Contract 2.3.2 Restricted Period 5.12 Retained Liabilities 2.7.2 Seller Preamble Seller Transition Services Agreement 7.2.10 Shared Contract Liabilities 2.3.1 Shared Contract Rights 2.3.1 Transferred Assets 2.1 Transferred Employees 5.5.1 Upset Date 8.1.4
