First Closing Related Agreements definition

First Closing Related Agreements means, collectively, (i) an Assignment and Assumption Agreement with respect to the Assumed First Closing Liabilities, (ii) a Xxxx of Sale with respect to the First Closing Assets, (iii) the Servicing Agreement, (iv) the License Agreement, and (v) all documents and instruments executed and delivered in connection with any of them or with this Agreement at the First Closing.
Sample 1

Examples of First Closing Related Agreements in a sentence

  • Aduromed shall have performed and complied in all material respects with the agreements and conditions contained in the Original Purchase Agreement and the First Closing Related Agreements required to be performed or complied with by Aduromed prior to or at the First Closing.

  • Each Company shall have performed and complied in all material respects with the agreements and conditions contained in this Amended and Restated Purchase Agreement, the First Closing Related Agreements and the Second Closing Related Agreements required to be performed or complied with by such Company prior to or at the Second Closing.

  • There is no action, suit or proceeding, or governmental inquiry or investigation, pending, or, to Aduromed's knowledge, any reasonable basis therefor or threat thereof, against Aduromed or any of its subsidiaries which questions the validity of the Original Purchase Agreement or the First Closing Related Agreements or the right of Aduromed to enter into any of them, or which would reasonably be expected to result, either individually or in the aggregate, in a First Closing Material Adverse Effect.

Related to First Closing Related Agreements

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

  • Seller Ancillary Agreements means all agreements, instruments and documents being or to be executed and delivered by Seller under this Agreement or in connection herewith.

  • Related Agreements shall have the meaning specified in the recitals to the Administration Agreement.

  • Seller Ancillary Documents means all agreements, instruments and documents being or to be executed and delivered by Seller or any of its Affiliates under this Agreement or in connection herewith.

  • Buyer Ancillary Agreements means all agreements, instruments and documents being or to be executed and delivered by Buyer under this Agreement or in connection herewith.

  • Post-Closing Agreement shall have the meaning set forth in Section 8.9.

  • Seller’s Closing Documents as defined in Section 3.2(a).

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

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

  • Related Agreement means any Contract which is or is to be entered into at the Closing or otherwise pursuant to this Agreement. The Related Agreements executed by a specified Person shall be referred to as "such Person's Related Agreements," "its Related Agreements" or another similar expression.

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

  • First Closing has the meaning set forth in Section 2.1(a).

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

  • Equity Line Transaction Documents means this Agreement and the Registration Rights Agreement.

  • Post Closing Letter is that certain Post Closing Letter dated as of the Effective Date by and between Collateral Agent and Borrower.

  • 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.

  • Excluded Agreements means (i) the Warrant Agreement; and (ii) any stock purchase agreement, options, or other warrants to acquire, or agreements governing the rights of, any capital stock or other equity security, or any common stock, preferred stock, or equity security issued to or purchased by Us or Our nominee or assignee.

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

  • Seller Agreements means the Sale and Servicing Agreement, the Purchase Agreement, the Trust Agreement, [the Insurance Agreement, the Indemnification Agreement] and this Agreement. The Notes are being purchased by the Underwriters named in Schedule 1 hereto, and the Underwriters are purchasing, severally, only the Notes set forth opposite their names in Schedule 1, except that the amounts purchased by the Underwriters may change in accordance with Section 10 of this Agreement. [Name of representative of underwriters] is acting as representative of the Underwriters and in such capacity, is hereinafter referred to as the "Representative." The offering of the Notes will be made by the Underwriters and the Companies understand that the Underwriters propose to make a public offering of the Notes for settlement on _____________, 20__ as the Underwriters deem advisable. The Certificate will be retained by the Seller. Defined terms used herein shall have their respective meanings as set forth in the Sale and Servicing Agreement.

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

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

  • Transaction Agreements means the Securities Purchase Agreement, the Debentures, the Joint Escrow Instructions, the Security Agreement, the Registration Rights Agreement, and the Warrants and includes all ancillary documents referred to in those agreements.

  • Ancillary Agreements means all agreements, certificates and other instruments delivered or given pursuant to this Agreement.

  • Seller Documents shall have the meaning set forth in Section 4.2.

  • Acquisition Agreement Representations means such of the representations made by or on behalf of the Target in the Acquisition Agreement as are material to the interests of the Lenders, but only to the extent that the accuracy of any such representation is a condition to the obligations of Holdings or an Affiliate thereof to close under the Acquisition Agreement or Holdings (or an Affiliate thereof) has the right to terminate its obligations under the Acquisition Agreement as a result of a breach of such representations in the Acquisition Agreement.

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