Minimum Condition definition

Minimum Condition has the meaning set forth in Annex I.

Minimum Condition shall have the meaning set forth in Section 2.1(a).

Minimum Condition is defined in Annex I to the Agreement.

Examples of Minimum Condition in a sentence

• Merger Sub shall, on the terms and subject only to the prior satisfaction or waiver of the conditions of the Offer set forth in Annex A hereto (except that the Minimum Condition (as defined herein) may not be waived by Parent or Merger Sub without the consent of the Company), accept for payment and pay for Shares tendered as soon as it is legally permitted to do so under applicable law.

• Merger Sub shall not amend or waive the Minimum Condition and shall not decrease the Offer Price or decrease the number of Shares sought, or amend any other term or condition of the Offer in any manner adverse to the holders of the Shares or, except as provided in the next two sentences, extend the expiration date of the Offer without the prior written consent of the Company.

• The absence of any activity on the docket makes clear that Old Counsel did not use traditional discovery tools to explore, establish, or confirm any facts.On September 21, 2009, the Board preliminarily approved the concept of a de facto waiver of the non-waivable Minimum Condition.

• Purchaser has the right to (a) increase the Offer Price, (b) waive any Offer Condition other than the Minimum Condition, the Termination Condition, the Order Condition or the Regulatory Condition, and (c) make any other changes to the terms and conditions of the Offer not inconsistent with the terms of the Merger Agreement.

• According to the Schedule TO, during the week of September 14, 2009, Old Counsel began to discuss with defense counsel revising the non-waivable Minimum Condition so that it would be met if 7,500,000 shares were tendered.

More Definitions of Minimum Condition

Minimum Condition means the condition set forth in paragraph (a) of Schedule A;

Minimum Condition shall have the meaning set forth in paragraph (A) of Annex I.

Minimum Condition. Section 1.1(a)

Minimum Condition means there being validly tendered and not withdrawn before the expiration of the Offer a number of Shares which, together with the Shares then owned by Parent and its Subsidiaries (including Merger Subsidiary) represents a majority of the total number of Shares then outstanding on a fully diluted basis.

Minimum Condition as defined in the Acquisition Agreement.

Minimum Condition means that FBS has accepted bids from prospective Purchasers for all (but not less than all) of the Shares. On the Acceptance Date, FBS shall deposit subscription funds from the Purchasers’ accounts into the Escrow Account (as defined in Section 9(o) below). The date of the Closing shall be referred to as the “Closing Date.” The Company may terminate the Offering at any time prior to the Acceptance Date by written notice to the Representatives. If all of the Shares are not sold by the end of the Offering Period, the Offering will be terminated and this Agreement will be of no further force and effect (except as provided in Section 12). The Company expressly acknowledges and agrees that the execution of this Agreement does not constitute a commitment by the Representatives to purchase the Shares and does not ensure the successful placement of the Shares or the success of the Representatives with respect to securing any other financing on behalf of the Company. Under no circumstances will the Representatives be obligated to underwrite or purchase any Shares for their own accounts.

Minimum Condition has the meaning set forth in Section 1.1(a).