Effective Date Acquisition Agreement definition

Effective Date Acquisition Agreement means that certain Membership Interest Purchase Agreement, dated October 29, 2021, by and among the Borrower, FrontRow and each of the equity holders of FrontRow.
Sample 1Sample 2Sample 3
Effective Date Acquisition Agreement means that certain Agreement and Plan of Merger, dated as of December 30, 2022, among Target, Parent, Atlas Merger Sub, LLC, a Delaware limited liability company, and FlexSteel LTIP LP, a Delaware limited partnership, as amended, restated, supplemented or otherwise modified from time to time and including the exhibits and schedules thereto.
Sample 1Sample 2
Effective Date Acquisition Agreement means that certain Share Purchase Agreement, dated as of December 10, 2017, among the Parent Borrower, Knoll Denmark, Maj Invest Equity 4 K/S, B Holding 2005 ApS, KB ApS, Unos ApS and AK Cleemann Holding ApS, including all schedules and exhibits thereto. “Effective Date Acquisition Documents” means the Effective Date Acquisition Agreement and all other documents, agreements and instruments relating to the Effective Date Acquisition, including all schedules and exhibits thereto. “Electronic Copy” has the meaning specified in Section 11.16. “Electronic Record” has the meaning specified in Section 11.16. “Electronic Signature” has the meaning specified in Section 11.16. “Eligible Assignee” means any Person that meets the requirements to be an assignee under Section 11.06(b)(ii) and (iv) (subject to such consents, if any, as may be required under Section 11.06(b)(ii)). “Eligible Currency” has the meaning specified in Section 1.08(a). “EMU Legislation” means the legislative measures of the European Council for the introduction of, changeover to or operation of a single or unified European currency. “Environmental Laws” means all applicable federal, state, provincial, local and foreign Laws (including common Law), treaties, regulations, rules, ordinances, codes, decrees, judgments, directives having the force of law and orders (including consent orders), in each case, relating to protection of the environment or natural resources. “Environmental Liability” means all liabilities, obligations, damages, losses, claims, actions, suits, judgments, orders, fines, penalties, fees, expenses and costs (including administrative oversight costs, natural resource damages and remediation costs), arising out of or relating to (a) compliance or non- compliance with any Environmental Law, (b) the generation, use, handling, transportation, storage, treatment or disposal of any Hazardous Materials, (c) exposure to any Hazardous Materials, (d) the Release of any Hazardous Materials or (e) any contract, agreement or other consensual arrangement pursuant to 13 CHAR1\1732710v2
Sample 1

Examples of Effective Date Acquisition Agreement in a sentence

  • No provision of the Effective Date Acquisition Agreement (in the form last disclosed to the Initial Term Loan Lenders) shall have been amended or waived, nor shall any consent have been given, by the Borrower or any of its Affiliates in a manner materially adverse to the Initial Term Loan Lenders without the consent of the Initial Term Loan Lenders.

  • The Effective Date Acquisition shall be consummated substantially concurrently with the initial borrowing hereunder, in all material respects in accordance with the terms of the Effective Date Acquisition Agreement.

  • The Effective Date Acquisition Agreement and related documentation shall be in form and substance reasonably satisfactory to the Administrative Agent.

  • The Effective Date Acquisition Agreement shall be in full force and effect, shall include terms and provisions reasonably satisfactory to the Administrative Agent and no provision thereof shall have been modified or waived in any respect determined by the Administrative Agent to be material, in each case without the consent of the Administrative Agent.

  • The execution, delivery and performance of Subscription Documents, the Effective Date Acquisition Agreement, the LLC Agreement and the Management Agreement do not and will not require any registration with, consent, or approval of, or notice to, or other action with or by, any Governmental Authority, other than consents or approvals that have been obtained and that are still in full force and effect.

  • As of the Effective Date, the Borrower has delivered to the Agents a complete and correct copy of the Subscription Documents, the Effective Date Acquisition Agreement, the LLC Agreement and the Management Agreement (including all schedules, exhibits, amendments, supplements, modifications, and assignments).

  • To the best of the Borrower’s knowledge, none of the representations or warranties of any other Person in any of the Subscription Documents, the Effective Date Acquisition Agreement, the LLC Agreement and the Management Agreement contains any untrue statement of a material fact or omits any fact necessary to make the statements therein not misleading.

  • The Subscription Documents, the Effective Date Acquisition Agreement, the LLC Agreement and the Management Agreement are in full force and effect as of the Effective Date and have not been terminated, rescinded or withdrawn as of such date.


More Definitions of Effective Date Acquisition Agreement

Effective Date Acquisition Agreement means that certain Stock Purchase Agreement, dated of even date herewith, by and among Borrower, as purchaser, and CGI, Compass CS Partners, L.P., Compass CX XX Partners, L.P., Compass Crosman Partners, L.P., Compass Advanced Partners, L.P., and Compass Silvue Partners, LP, as the seller parties.
Sample 1
Effective Date Acquisition Agreement means the Asset Purchase Agreement, dated as of April 26, 2022, between the Borrower and Xxxxxxx Corporation, together with all exhibits, schedules, disclosure letters and attachments and supplements thereto, in each case, as amended or otherwise modified from time to time in accordance with this Agreement.
Sample 1
Effective Date Acquisition Agreement means that certain Asset and Share Purchase Agreement, dated as of January 30, 2024, among U.S. TRIB, as buyer, WaveForm and WaveForm Holdings, as sellers, and WaveForm Slovenia.
Sample 1

Related to Effective Date Acquisition Agreement

  • Alternative Acquisition Agreement shall have the meaning set forth in Section 6.5(c).

  • Closing Date Acquisition shall have the meaning assigned to such term in the recitals hereto.

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

  • Restatement Agreement means the Restatement Agreement to the Existing Credit Agreement dated as of June 30, 2017 by and among each of the Loan Parties party thereto, the Administrative Agent and the Lenders party thereto.

  • Company Acquisition Agreement has the meaning set forth in Section 5.04(a).

  • Acquisition Agreement means a letter of intent, agreement in principle, merger agreement, acquisition agreement, option agreement or other similar agreement.

  • Collateral Acquisition Agreements means each of the agreements entered into by the Issuer in relation to the purchase by the Issuer of Collateral Debt Obligations from time to time.

  • Agreement and Plan of Merger has the meaning set forth in the first recital above.

  • Definitive Acquisition Agreement means any definitive written agreement entered into by the Company that is conditioned on the approval by the holders of not less than a majority of the outstanding shares of Common Stock at a meeting of the stockholders of the Company with respect to (i) a merger, consolidation, recapitalization, reorganization, share exchange, business combination or similar transaction involving the Company or (ii) the acquisition in any manner, directly or indirectly, of more than 50% of the consolidated total assets (including, without limitation, equity securities of its subsidiaries) of the Company and its Subsidiaries.

  • First Amendment Closing Date has the meaning assigned to such term in the First Amendment.

  • Transaction Agreement has the meaning set forth in the recitals.

  • Reorganization Agreement has the meaning set forth in the recitals.

  • Equity Contribution Agreement means the Equity Contribution Agreement, to be dated as of the Closing Date, by and among Guarantor, Borrower and Administrative Agent.

  • Second Amendment Closing Date has the meaning assigned to such term in the Second Amendment.

  • Amendment and Restatement Agreement means the Amendment and Restatement Agreement, dated as of January 29, 2016, among the Borrowers, the Lenders party thereto and the Administrative Agent.

  • Third Amendment Closing Date has the meaning assigned to such term in the Third Amendment.

  • Specified Acquisition Agreement Representations means such of the representations and warranties made by, or with respect to, the Company and its Subsidiaries in the Acquisition Agreement as are material to the interests of the Lenders, but only to the extent that the Borrower or its Affiliates has the right to terminate its (or their) obligations under the Acquisition Agreement, or decline to consummate the Acquisition in accordance with the terms of the Acquisition Agreement, as a result of a breach of such representations and warranties.

  • Amendment Agreement shall have the meaning assigned to such term in the recitals hereto.

  • Effective Date of Contract means the date established in the Contract for the Contractor’s work to begin, or the date the Contract has been fully executed and received all required approvals, whichever date is later.

  • Amendment Closing Date means the first date that all the conditions precedent set forth in this Amendment are satisfied or waived in accordance herewith.

  • Fourth Amendment Closing Date the date on which all the conditions precedent set forth in Section 3 of the Fourth Amendment shall be satisfied or waived.

  • Restructuring Agreement shall have the meaning set forth in the recitals.

  • Formation Agreement has the meaning attributed to it in Recital A;

  • Price amendment means the amendment to a registration statement filed under the Securities Act of 1933 or, if an amendment is not filed, the prospectus or prospectus supplement filed under the Securities Act of 1933 that includes a statement of the offering price, underwriting and selling discounts or commissions, amount of proceeds, conversion rates, call prices, and other matters dependent upon the offering price.

  • Master Separation Agreement has the meaning set forth in the recitals.

  • Arrangement Agreement means the arrangement agreement dated as of April 18, 2019 between the Purchaser and the Company, including the schedules and exhibits thereto, providing for, among other things, the Arrangement, as the same may be amended, supplemented or restated.