PRIOR TRANSACTION Sample Clauses

PRIOR TRANSACTION. On 16 June 2011, the Lender entered into the loan agreements with the Borrowers, pursuant to which the Lender agreed to grant to each of the Borrowers the loan facilities in aggregate amount of HK$10,000,000 and such loan facilities have been fully repaid on 18 November 2011.
Sample 1
AutoNDA by SimpleDocs
PRIOR TRANSACTION. Prior consummation of the transactions contemplated by the Stock Purchase Agreement.
Sample 1
PRIOR TRANSACTION. This Guaranty is in addition to the Guaranty dated August 2, 1993, made by Guarantor in favor of Bank with respect to Obligor's liabilities to Bank under the Loan Agreement and Obligor's Mortgage Note dated August 2, 1993, in the principal amount of $22,600,000 (the "August Guaranty"). Guarantor's liability to Bank hereunder is in addition to Guarantor's liability under the August Guaranty.
Sample 1
PRIOR TRANSACTION. On or about December 29, 2011, the Buyer made a loan to the Company, which loan is evidenced by that certain Convertible Promissory Note dated as of December 29, 2011 for an original principal amount of $225,000 (the “Original Note”). All obligations of the Company under the Original Note were secured by a Security Agreement between the Company and Buyer dated of even date with the Original Note (the “Original Security Agreement”). In addition, the Company and Buyer entered into a Committed Equity Facility Agreement dated as of December 29, 2011, and a corresponding Registration Rights Agreement dated as of December 29, 2011 (the “CEF Agreements”). The Original Note, the Original Security Agreement, the CEF Agreements and all other documents executed in connection therewith are sometimes hereinafter collectively referred to as the “Original Agreements”). The Company and Buyer desire to terminate the Original Agreements and agree that certain obligations outstanding under the Original Agreements shall be satisfied as set forth herein. In that regard, the Company and the Buyer hereby agree as follows:
Sample 1
PRIOR TRANSACTION. The Prior Agreement has been terminated. To the knowledge of the Company there has been no material breach by the Company of the Prior Agreement and the Company has complied with its obligations under the Prior Agreement through the date of its termination (giving effect to any consents or waivers thereunder) in all material respects.
Sample 1
PRIOR TRANSACTION. Evidence that the Receivables Purchase Agreement, dated as of December 30, 1997, among LINC Receivables Corporation, LINC, Purchaser and the Agent has been terminated.
Sample 1

Related to PRIOR TRANSACTION

  • Major Transactions There are no other Major Transactions currently pending or contemplated by the Company.

  • Merger Transaction Section 2.1

  • Concurrent Transactions All documents or other deliveries required to be made by Purchaser or Seller at Closing, and all transactions required to be consummated concurrently with Closing, shall be deemed to have been delivered and to have been consummated simultaneously with all other transactions and all other deliveries, and no delivery shall be deemed to have been made, and no transaction shall be deemed to have been consummated, until all deliveries required by Purchaser and Seller shall have been made, and all concurrent or other transactions shall have been consummated.

  • Repurchase Transactions (a) Repo Custodian shall make all credits and debits to the Transaction Account and effect the transfer of Securities to or from the Participating Funds upon proper instructions received from the Participating Funds, or the Custodian on behalf of the Participating Funds, and shall make all credits and debits to the Seller Account and effect the transfer of Securities to or from the Seller upon proper instructions received from Seller. In the event that Repo Custodian receives conflicting proper instructions from Seller and the Participating Funds, or the Custodian on behalf of the Participating Funds, Repo Custodian shall follow the Participating Funds' or the Custodian's proper instructions. The Participating Funds shall give Repo Custodian only such instructions as shall be permitted by the Master Agreement. Notwithstanding the preceding sentence, the Participating Funds, or the Custodian on behalf of the Participating Funds, may from time to time instruct Repo Custodian to transfer cash from the Transaction Account to Custodian.

  • Transaction (1) The present Settlement Agreement constitutes a transaction in accordance with Articles 2631 and following of the Civil Code of Quebec, and the Parties are hereby renouncing any errors of fact, of law and/or of calculation.

  • Closing Transactions On the terms and subject to the conditions set forth in this Agreement, the following transactions shall occur in the order set forth in this Section 2.1:

  • Restructuring Transactions On the Effective Date, the Debtor, Newco, GP, Finance Co and Merger Co shall enter into the Consensual Transaction described in Section 3 of the Implementation Plan attached to the Transaction Support Agreement as Exhibit B. On the later of the Effective Date and the Merger Date, the Debtor and Merger Co will enter into a merger agreement under which the Debtor will merge with Merger Co, and following the merger, the Debtor will be the surviving and successor entity. The actions to implement this Plan and the Implementation Plan may include, in accordance with the consent rights in the Transaction Support Agreement: (a) the execution and delivery of appropriate agreements or other documents of merger, amalgamation, consolidation, restructuring, conversion, disposition, transfer, arrangement, continuance, dissolution, sale, purchase, or liquidation containing terms that are consistent with the terms of the Plan and the Transaction Support Agreement and that satisfy the applicable requirements of applicable law and any other terms to which the applicable Entities may agree; (b) the execution and delivery of appropriate instruments of transfer, assignment, assumption, or delegation of any asset, property, right, liability, debt, or obligation on terms consistent with the terms of the Plan and the Transaction Support Agreement and having other terms for which the applicable parties agree; (c) the filing of appropriate certificates or articles of incorporation, reincorporation, merger, consolidation, conversion, amalgamation, arrangement, continuance, or dissolution pursuant to applicable state or provincial law; (d) the execution and delivery of contracts or agreements, including, without limitation, transition services agreements, employment agreements, or such other agreements as may be deemed reasonably necessary to effectuate the Plan in accordance with the Transaction Support Agreement; and (e) all other actions that the applicable Entities determine to be necessary, including making filings or recordings that may be required by applicable law in connection with the Plan.

  • Pre-Closing Transactions Prior to the purchase of the Initial Securities on the Closing Date, the Pre-Closing Transactions shall have been duly consummated at the respective times and on the terms contemplated by this Agreement, the General Disclosure Package and the Prospectus and the Representatives shall have received such evidence that the Pre-Closing Transactions have been consummated as the Representatives may reasonably request.

  • Shareholder Transactions (i) Process shareholder purchase and redemption orders in accordance with conditions set forth in the Trust's prospectus.

  • Alternative Transaction In the event that, in lieu of the Arrangement, the Purchaser seeks to complete the acquisition of the Company Shares other than as contemplated by the Arrangement Agreement on a basis that (a) provides for economic terms which, in relation to the Shareholder, on an after-tax basis, are at least equivalent to or better than those contemplated by the Arrangement Agreement taking into account the Intended Tax Treatment, (b) would not likely result in a delay or time to completion beyond the Voting Support Outside Date, and (c) is otherwise on terms and conditions not materially more onerous on the Shareholder than the Arrangement (including any take-over bid) any such transaction, an “Alternative Transaction”), then during the term of this Agreement the Shareholder may, on its own accord, and shall, upon written request of the Purchaser, support the completion of such Alternative Transaction in the same manner as the Arrangement in accordance with the terms and conditions of this Agreement mutatis mutandis, including by (A) depositing or causing the deposit of its Subject Shares (including any Company Shares issued or issuable upon the exercise, conversion or vesting, as applicable, of any Company Options, Company Compensation Options or Company RSUs) into an Alternative Transaction conducted by way of a take-over bid made by the Purchaser or an affiliate of Purchaser and not withdrawing them; and/or (B) voting or causing to be voted all of the Subject Shares (to the extent that they carry the right to vote) in favour of, and not dissenting from, such Alternative Transaction proposed by the Purchaser, provided however that the Shareholder shall not be required to exercise, convert or exchange any Subject Shares (other than Company Shares) in connection with an Alternative Transaction.

Time is Money Join Law Insider Premium to draft better contracts faster.