Contemporaneous Transactions definition

Contemporaneous Transactions means that certain Consent and Fourth Amendment of even date herewith to that certain Credit Agreement dated as of July 25, 2000 among The Williams Companies, Inc., Northwest Pipeline Corporation, Transcontinxxxxx Xxs Pipe Line Corporation, and Texas Gas Transmission Corporation, as Borrowers, the financial institutions from time to time party thereto, The Chase Manhattan Bank and Commerzbank AG, as Co-Syndication Agents, Credit Lyonnais New York Branch, as Documentation Agent, and Citibank, N.A., as Agent, as amended by a letter agreement dated as of October 10, 2000, by a Waiver and First Amendment dated as of January 31, 2001, by a Second Amendment to Credit Agreement dated as of February 7, 2002, by a Third Amendment dated as of March 3, 2002.
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Contemporaneous Transactions. Section 2.5. "Court" Section 2.1. "Effective Date" Section 1.2.2. "Effective Time" Section 2.4. "Exchange Date" Section 1.2.3. "Exchangeable Shares" Section 2.1.1. "Final Order" Section 2.1.3. "Interim Order" Section 2.1. "Notice" Section 7.6. "OBCA" Preamble "Plan" Preamble "Plan of Arrangement" Section 2.1. "Replacement Option" Section 2.1.3. "SEC" Section 1.2.7. "Securities Act" Section 1.2.6. "Shareholder Approval" Section 6.3.1. "Shareholder Meetings" Section 5.2. "Shareholder Meeting Date" Section 5.2. "Sonic" Preamble "Sonic Material Adverse Effect" Section 1.2.5. "Subsidiary" Section 1.2.8. "Survival of Representations, Warranties, and Agreements" Section 7.3. "Tax" Section 1.2.9. "Total Turbotak Outstanding Shares" Section 2.1.2. "Trustee" Section 2.2. "Turbotak" Preamble "Turbotak Material Adverse Effect" Section 1.2.4. "TurboSonic Technologies, Inc." Section 5.7. "Voting Share" Section 2.2. "Voting Trust Agreement" Section 2.2.
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Contemporaneous Transactions means (a) Buyer's acquisition of 50% of the member interests in Pacific Gas Turbine Center, LLC, a Delaware limited liability company, (b) Buyer's sale-leaseback of 5 aircraft engines with a value of approximately U.S.$42,686,000, and (c) the investment by FlightTechnics, LLC, an affiliate of Flightlease, of approximately U.S.$19,500,000 through the purchase of 1,300,000 newly issued shares of Seller's common stock, par value U.S.$0.01 at the price of U.S.$15.00 per share.
Sample 1

Examples of Contemporaneous Transactions in a sentence

  • The Contemporaneous Transactions (as hereinafter defined) have been consummated.

  • Neither the Company nor any of its Subsidiaries have any liabilities or obligations required to be disclosed in the SEC Documents which are not so disclosed in the SEC Documents, other than the Contemporaneous Transactions and the issuance of the Placement Agent Securities and those incurred in the ordinary course of the Company’s or its Subsidiaries’ respective businesses and which, individually or in the aggregate, do not or could not have a Material Adverse Effect.

  • From and after the filing or furnishing of the 6-K Filing, the Company shall have disclosed all material, non-public information (if any) provided to the Creditor by the Company or any of its Subsidiaries or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents and the Contemporaneous Transactions.

  • The Company shall, on or before 9:30 a.m., New York time, on the third (3rd) Business Day after the date of this Agreement, issue a press release (the “Press Release”) reasonably acceptable to the Creditor disclosing all the material terms of the transactions contemplated by the Transaction Documents and the Contemporaneous Transactions.

  • For more information, see the section of this proxy statement entitled “ The Mergers – Other Contemporaneous Transactions – Agreements among Hunt, Oncor and Sempra .” QUESTIONS AND ANSWERS ABOUT THE SPECIAL MEETING AND THE MERGERS The following questions and answers address briefly some questions you may have regarding the special meeting and the proposed mergers.

  • Whitebox believes, by reason of its business or financial experience, that it is capable of evaluating the merits, risks and relative fairness of the transactions contemplated hereby and by the Contemporaneous Transactions.

  • Conflicts in Contemporaneous Transactions Neither Bache Capital Management nor any of its associated persons recommends securities, buys securities or sells securities for clients in which any of such person has a material financial interest; they do not invest in securities that they purchase or recommend to clients and they do not purchase or sell securities for their own account at the same time they purchase or sell securi- ties for clients.

  • The IRS is concerned that buy-ins (which are called Preliminary or Contemporaneous Transactions, or PCTs, in the proposed regulations) are under- valued by US taxpayers.


More Definitions of Contemporaneous Transactions

Contemporaneous Transactions means (a) Buyer's acquisition of all issued and outstanding stock of WASI, (b) Buyer's sale-leaseback of 5 aircraft engines with a value of approximately U.S.$42,686,000, and (c) the investment by FlightTechnics, LLC, an affiliate of Flightlease, of approximately U.S.$19,500,000 through the purchase of 1,300,000 newly issued shares of Seller's common stock, par value U.S.$0.01 at the price of U.S.$15.00 per share.
Sample 1

Related to Contemporaneous Transactions

  • Transactional Agreements means:

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

  • Acquisition Transactions means the transactions contemplated by the Acquisition Agreement.

  • Acquisition Agreements means the Nexstar Acquisition Agreement and the Mission Acquisition Agreement, and “Acquisition Agreement” means the applicable agreement in the context used.

  • Closing Transactions has the meaning set forth in Section 11.8(a)(i) of these Bylaws.

  • Closing Date Transactions means, collectively (a) the funding of the Loans on the Closing Date and the execution and delivery of Loan Documents to be entered into on the Closing Date, (b) the Debt Proceeds Transfer, and (c) the payment of Closing Date Transaction Expenses.

  • Financing Transactions means the execution, delivery and performance by each Loan Party of the Loan Documents to which it is to be a party, the borrowing of Loans, the use of the proceeds thereof and the issuance of Letters of Credit hereunder.

  • Specified Merger Agreement Representations such of the representations made by the Target with respect to the Target and its Subsidiaries in the Merger Agreement as are material to the interests of the Lenders and the Joint Bookrunners (in their capacities as such), but only to the extent that the Borrower (or its Affiliates) has the right to terminate the Borrower’s (or such Affiliate’s) obligations under the Merger Agreement or the right to decline to consummate the Merger as a result of a breach of such representations in the Merger Agreement.

  • Restructuring Transactions means the transactions described in Article IV.B of the Plan.

  • Hostile Acquisition means the acquisition of the capital stock or other equity interests of a Person through a tender offer or similar solicitation of the owners of such capital stock or other equity interests which has not been approved (prior to such acquisition) by resolutions of the Board of Directors of such Person or by similar action if such Person is not a corporation, and as to which such approval has not been withdrawn.

  • Permitted Transactions has the meaning set forth in Section 13(B).

  • Factoring Transaction means any transaction or series of transactions that may be entered into by the Borrower or any Subsidiary pursuant to which the Borrower or such Subsidiary may sell, convey, assign or otherwise transfer (or purport to sell, convey, assign or otherwise transfer) Securitization Assets (which may include a grant of security interest in such Securitization Assets so sold, conveyed, assigned or otherwise transferred or purported to be so sold, conveyed, assigned or otherwise transferred) to any Person.

  • Void Transaction means any transaction wherein the transaction has taken place but has been cancelled /rejected /unsuccessful by the Alliance Partner.

  • M&A Transaction means (i) the consolidation of the Company with, or a merger with or into, any third party, following which the Company’s stockholders immediately prior to such transaction, will own less than 50.1% of the surviving entity or the Company, as applicable, immediately following such transaction, or (ii) an acquisition or other transfer of all or substantially all of the Company’s securities or assets.

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

  • Pawn transaction means the same as that term is defined in Section 13-32a-102.

  • Related Transactions Documents means the Loan Documents and all other agreements or instruments executed in connection with the Related Transactions.

  • Refinancing Transactions means the transactions described under “Summary—The Refinancing Transactions” in the Offering Memorandum.

  • Formation Transactions means the transactions contemplated by this Agreement and the other Formation Transaction Documentation.

  • Acquisition Transaction Announcement means (i) the announcement of an Acquisition Transaction, (ii) an announcement that Counterparty or any of its subsidiaries has entered into an agreement, a letter of intent or an understanding designed to result in an Acquisition Transaction, (iii) the announcement of the intention to solicit or enter into, or to explore strategic alternatives or other similar undertaking that may include, an Acquisition Transaction, (iv) any other announcement that in the reasonable judgment of the Calculation Agent may result in an Acquisition Transaction or (v) any announcement of any change or amendment to any previous Acquisition Transaction Announcement (including any announcement of the abandonment of any such previously announced Acquisition Transaction, agreement, letter of intent, understanding or intention). For the avoidance of doubt, announcements as used in the definition of Acquisition Transaction Announcement refer to any public announcement whether made by the Issuer or a third party.

  • SPAC Transaction means a transaction or series of related transactions by merger, consolidation, share exchange or otherwise of the Company with a publicly traded “special purpose acquisition company” or its subsidiary (collectively, a “SPAC”), immediately following the consummation of which the common stock or share capital of the SPAC or its successor entity is listed on the Nasdaq Stock Market, the New York Stock Exchange or another exchange or marketplace approved by the Board of Directors, including a majority of the Preferred Directors.

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

  • 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.

  • Securities Financing Transactions means repurchase agreements, reverse repurchase agreements, securities lending agreements and any other transactions within the scope of SFTR that a Fund is permitted to engage in;

  • Restructuring Transaction means a tax free distribution under section 355 of the internal revenue code and includes tax free transactions under section 355 of the internal revenue code that are commonly referred to as spin offs, split ups, split offs, or type D reorganizations.

  • Financial Closure or Project Financing Arrangements means the agreements pursuant to which the SPG has sought financing for the Power Project including the loan agreements, security documents, notes, indentures, security agreements, letters of credit and other documents, as may be amended, modified, or replaced from time to time, but without in anyway increasing the liabilities of JDVVNL.