Northstar Merger Agreement means one of the Additional Acquisition Agreements pursuant to which, inter alia, ASSAC shall acquire 100% of the share capital and capital stock of Northstar.
Bank Merger Agreement has the meaning ascribed thereto in the recitals to this Agreement.
Merger Agreement has the meaning set forth in the Recitals.
Plan of Merger has the meaning set forth in Section 2.2.
Share Exchange Agreement has the meaning specified in the Recitals.
Agreement and Plan of Merger has the meaning set forth in the first recital above.
Company Acquisition Agreement has the meaning set forth in Section 5.04(a).
Alternative Acquisition Agreement shall have the meaning set forth in Section 6.5(c).
Transaction Agreement has the meaning set forth in the recitals.
Merger Transactions means the Merger and the other transactions relating thereto or contemplated by the Merger Agreement.
Second Merger has the meaning set forth in the Recitals.
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.
Parent Agreement has the meaning given to it in Clause 12;
First Merger shall have the meaning given in the Recitals hereto.
Company Merger shall have the meaning given in the Recitals.
Acquisition Agreements means the Nexstar Acquisition Agreement and the Mission Acquisition Agreement, and “Acquisition Agreement” means the applicable agreement in the context used.
Formation Transactions means the transactions contemplated by this Agreement and the other Formation Transaction Documentation.
Agreement of Merger has the meaning set forth in Section 2.01(b).
Company Acquisition Transaction means any transaction or series of transactions involving:
Reorganization Agreement has the meaning set forth in the recitals.
Acquisition Transactions means the transactions contemplated by the Acquisition Agreement.
Acquisition Agreement means a letter of intent, agreement in principle, merger agreement, acquisition agreement, option agreement or other similar agreement.
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.
Effective Time of the Merger means the time as of which the Merger becomes effective, which shall occur on the Funding and Consummation Date.
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.
Business Combination Agreement shall have the meaning given in the Recitals hereto.
Separation Transactions means the Contribution, the Distribution and the other transactions contemplated by this Agreement and the Separation Step Plan.