Alternative Transaction definition

Alternative Transaction means the sale, transfer, lease or other disposition, directly or indirectly, including through an asset sale, stock sale, merger or other similar transaction, of all or substantially all of the Purchased Assets in a transaction or a series of transactions with one or more Persons other than Purchaser (or its Affiliates).

Alternative Transaction has the meaning set forth in Section 6.2(a).

Alternative Transaction has the meaning ascribed thereto in Section 3.3.

Examples of Alternative Transaction in a sentence

• Without limiting the foregoing, in the event this Agreement is terminated in connection with the pursuit of an Alternative Transaction that has been or is under negotiation between the Purchaser and the Company, Section 7 shall survive such termination for a period of one year from the date of such termination.

• From time to time and without additional consideration, each Company Equityholder shall execute and deliver, or cause to be executed and delivered, such additional documents and instruments, and shall take such further actions, as the Purchaser may reasonably request for the purpose of complying with its obligations hereunder or in connection with the transactions contemplated hereby (including in connection with the completion of any Alternative Transaction).

• Prior to the Outside Date, each Seller shall not (and shall direct the Company Group not to), and the Company Group shall not, directly or indirectly, without the written consent of the Purchaser, assist any third party in preparing or soliciting an offer relating in any way to an Alternative Transaction (in each case other than with respect to the transactions contemplated by this Agreement).

• Each Seller shall (and shall direct the Company Group to), and the Company Group shall, promptly following the date hereof, terminate any and all negotiations or discussions with any third party regarding any proposal concerning any Alternative Transaction until the Outside Date.

• In the event that any Seller or the Company Group receives any inquiry, proposal or offer from any third party concerning an Alternative Transaction, such Seller or the company Group shall promptly notify Purchaser in writing of the receipt of any such correspondence as well as the material terms thereof.

More Definitions of Alternative Transaction

Alternative Transaction means (A) with respect to the Company and its Affiliates, a transaction (other than the transactions contemplated by this Agreement) concerning the sale of (x) all or any material part of the business or assets of the Target Companies (other than in the ordinary course of business consistent with past practice) or (y) any of the shares or other equity interests or profits of the Target Companies, in any case, whether such transaction takes the form of a sale of shares or other equity interests, assets, merger, consolidation, issuance of debt securities, management Contract, joint venture or partnership, or otherwise and (B) with respect to the Purchaser and its Affiliates, a transaction (other than the transactions contemplated by this Agreement) concerning a Business Combination involving Purchaser.

Alternative Transaction has the meaning specified in Section 5.05.

Alternative Transaction has the meaning set out in Section 2.8(b);

Alternative Transaction means any plan, dissolution, winding up, liquidation, sale or disposition, reorganization, merger or restructuring of the Company or its assets other than the Restructuring, as set forth herein, including in the Term Sheet;

Alternative Transaction means (i) the approval by the Bankruptcy Court of a sale or sales of a material portion of the Purchased Assets to a Person other than Purchaser, or (ii) the filing of a plan of reorganization that does not contemplate the sale of the Purchased Assets to Purchaser in accordance with the terms hereof.

Alternative Transaction means, for an issuer:

Alternative Transaction means any equity or debt financing, merger, amalgamation, arrangement, business combination, take-over bid, insider bid, issuer bid, reorganization, joint venture, sale or exchange of a part of, all of, or substantially all of the assets or common shares of the Company or any similar transaction involving the Company with any arm's length party.