Certegy Merger definition
Examples of Certegy Merger in a sentence
Notwithstanding the date hereof, this Agreement shall become effective as of the date and time that the Merger becomes effective pursuant to the terms of the Certegy Merger Agreement.
Notwithstanding the date hereof or any other terms or provisions herein contained, this Agreement shall become effective as of the date and time that the Merger becomes effective pursuant to the terms of the Certegy Merger Agreement.
Notwithstanding the date hereof, this Amendment shall become effective as of the date and time that the Merger becomes effective pursuant to the terms of the Certegy Merger Agreement.
A “Change of Control” means (i) the consolidation or merger of FIS, directly or indirectly, with or into a Direct Competitor of FNT or (ii) the sale of all or substantially all of the assets of FIS, directly or indirectly, to a Direct Competitor of FNT, provided, however, that “Change of Control” shall not include the Merger or any transaction or transfer occurring in connection with the Certegy Merger Agreement.
Property Insight may assign the Agreement to any affiliated company by providing 30 day notice to the Customer, provided, however, that the parties hereby agree and acknowledge that, in the event of the consummation of the merger transaction contemplated by the Certegy Merger Agreement, then to the extent applicable for purposes of this Agreement, Merger Co shall be a permitted affiliated company successor or assignee of Property Insight.
This agreement may not be assigned by either of the parties without the prior written consent of the other party; any purported assignment in breach of the foregoing shall be without legal effect to assign this agreement, provided, however, that the parties hereby agree and acknowledge that, upon the consummation of the merger transaction contemplated by the Certegy Merger Agreement, Certegy and Merger Co shall each be permitted assignees of PI’s rights and obligations under this Agreement.
Holdings, Solutions and Tax have advised the Lenders that Holdings wishes to undertake the Certegy Merger (as defined below) and that in connection with the Certegy Merger, Holdings and the Borrowers will become wholly-owned Subsidiaries of the Company (as defined below).
Section 7.09 of the Credit Agreement is hereby amended by adding, at the end of clause (ii) thereto, the following words: “or are binding on the Certegy Restricted Companies on the date of the Certegy Merger, so long as such Contractual Obligations were not entered into solely in contemplation of such Person becoming a Restricted Subsidiary”.
For purposes of this Agreement, the term “FNT Entities” shall mean, collectively, at any given time, each of (i) FNT and (ii) all partnerships, firms, corporations, and entities which are, at that time, at least majority owned or otherwise controlled by FNF or FNT, but excluding, if otherwise applicable, Certegy, Merger Co (after giving effect to the Merger) and each of their respective subsidiaries.