IDI Merger Agreement means that certain Agreement and Plan of Merger dated as of December 15, 2004 among IDI, Borrower and Parent.
Merger Agreement has the meaning set forth in the Recitals.
Bank Merger Agreement has the meaning set forth in Section 6.10.
Share Exchange Agreement has the meaning specified in the Recitals.
Plan of Merger has the meaning set forth in Section 2.2.
Merger Transactions means the Merger and the other transactions relating thereto or contemplated by the Merger Agreement.
Agreement and Plan of Merger has the meaning set forth in the first recital above.
Second Merger has 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.
Transaction Agreement has the meaning set forth in the recitals.
Specified Merger Agreement Representations means such of the representations and warranties made with respect to the Company and its Subsidiaries by the Company in the Merger Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders.
First Merger shall have the meaning given in the Recitals hereto.
Acquisition Agreement means a letter of intent, agreement in principle, merger agreement, acquisition agreement, option agreement or other similar agreement.
Alternative Acquisition Agreement shall have the meaning set forth in Section 6.5(c).
Reorganization Agreement has the meaning set forth in the recitals.
Agreement of Merger has the meaning set forth in Section 2.01(b).
Company Merger has the meaning set forth in the recitals hereto.
Parent Agreement has the meaning given to it in Clause 12;
Company Acquisition Agreement has the meaning set forth in Section 5.04(a).
Reorganization Transaction see clause (d) of the definition of “Change of Control.”
Reorganization Transactions shall have the meaning set forth in the recitals.
Merger Sub 2 shall have the meaning given in the Recitals hereto.
Effective Time of the Merger means the time as of which the Merger becomes effective, which shall occur on the Funding and Consummation Date.
Stockholder Agreement means the Stockholder Agreement, dated as of August 29, 2003, among the Company and its stockholders, as amended and in effect from time to time.
Acquisition Transactions means the transactions contemplated by the Acquisition Agreement.
Separation Transaction means the sale or separation of the non-television business of the Holding Company in whole or in part, whether by asset sale or otherwise.
Formation Transactions means the transactions contemplated by this Agreement and the other Formation Transaction Documentation.