Offer Satisfaction Date definition

Offer Satisfaction Date means the first date on which the consideration due to holders of ABN AMRO Shares under the Offer is deposited with the exchange agent for the Offer;
Sample 1Sample 2

Examples of Offer Satisfaction Date in a sentence

  • The final structure will only be determined after the Offer Satisfaction Date following detailed due diligence and after appropriate Tax clearances have been obtained, in accordance with the principles in paragraph 1.1 of this Schedule and Clause 5 of this Agreement ***.

  • Notwithstanding the fact that Part 4 of Schedule 3 generally only applies with effect from the Offer Satisfaction Date, the provisions of paragraphs 15 to 19 of Part 4 of Schedule 3 shall apply from the date of this Agreement.

  • The Investors shall procure that, with effect from the Offer Satisfaction Date, there is established a committee which shall comprise equal numbers (two in each case unless otherwise agreed) of representatives of each of the Investors, the role of which shall be to make recommendations to the Board concerning (a) nominations of individuals to senior management positions in the ABN AMRO Group and (b) the remuneration of managers within the ABN AMRO Group.

  • With effect from the Offer Satisfaction Date, the Board shall comprise four Directors, who shall, subject to Clause 7.8, be nominated for appointment by the Investors as follows: • RBS — two Directors (including the Chairman) • Santander — one Director • Fortis — one Director Any Investor Director may be proposed for appointment, suspension or removal by the relevant Investor by written notice served on the Company and the other Investors.

  • This Supplemental Agreement details the approach the Consortium will adopt to the governance and management of the ABN AMRO Group following the Offer Satisfaction Date.

  • The Chairman of the Board with effect from the Offer Satisfaction Date shall be Xxx Xxxxxxxxx Xxxxxxxx Goodwin.

  • The Chairman of the Board with effect from the Offer Satisfaction Date shall be Sxx Xxxxxxxxx Xxxxxxxx Goodwin.

  • Therefore, the Consortium believes that somewhere between 6 to 9 months after the Offer Satisfaction Date it will be in a position to begin implementation of the Transition Plan with the support of all stakeholders.

Related to Offer Satisfaction Date

  • Condition Satisfaction Date shall have the meaning set forth in Section 7.2.

  • Review Satisfaction Date means, with respect to any Asset Review, the first date on which (a) the Delinquency Percentage for any Payment Date exceeds the Delinquency Trigger and (b) a Noteholder Direction with respect to such Asset Review has occurred.

  • Satisfaction Date has the meaning set forth in Section 2.6.

  • Final Completion Date means the date on which Final Completion occurs.

  • Auction Date means the first Business Day preceding the first day of a Dividend Period.

  • Payment Condition at any time of determination with respect to any Specified Transaction, that the following conditions are all satisfied: (x) (1) 30-Day Specified Excess Availability (divided by Availability as of such time of determination and expressed as a percentage) and (2) the Specified Availability on the date of such Specified Transaction (divided by Availability as of such time of determination and expressed as a percentage), in each case exceed the applicable Availability Percentage (as defined below), (y) unless the Fixed Charge Condition (as defined below) is satisfied (to the extent applicable), the Parent Borrower shall be in Pro Forma Compliance with a minimum Consolidated Fixed Charge Coverage Ratio of at least 1.00:1.00 and (z) if reasonably requested by the Administrative Agent, the Borrower Representative shall have delivered to the Administrative Agent (i) a copy of calculations required by preceding clause (y) in reasonable detail and (ii) a calculation of Specified Unrestricted Cash. As used herein, the following terms shall have the following meanings: (i) “Availability Percentage” shall mean (a) in respect of any Restricted Payment pursuant to Subsection 8.3(k), 12.5%; (b) in respect of (A) any investment or acquisition permitted pursuant to clause (u) of the definition of “Permitted Investments” or (B) clause (c)(i) of the definition of “Permitted Acquisitions,” 10.0%; (c) in respect of any payment, repurchase or redemption pursuant to Subsection 8.6(a), 12.5%; (d) in respect of any merger, consolidation, amalgamation or asset sale pursuant to Subsection 8.2(a) or 8.2(b), 10.0%; and (e) in respect of any Asset Sale that would otherwise have to comply with Subsection 8.5, 10.0%; and (ii) “Fixed Charge Condition” shall mean 30-Day Specified Excess Availability (divided by Availability as of such time of determination and expressed as a percentage) exceeds: (a) in respect of any Restricted Payment pursuant to Subsection 8.3(k), 17.5%; (b) in respect of any acquisition permitted pursuant to clause (c)(i) of the definition of “Permitted Acquisitions”, 15.0%; (c) in respect of any investment permitted pursuant to clause (u) of the definition of “Permitted Investments”, 15.0%; (d) in respect of any payment, repurchase or redemption pursuant to Subsection 8.6(a), 15.0%; and (e) in respect of (A) any merger, consolidation, amalgamation or asset sale pursuant to Subsection 8.2(a) or 8.2(b) or (B) any Asset Sale that would otherwise have to comply with Subsection 8.5, 15.0%.

  • Payment Conditions means, at the time of determination with respect to a proposed payment to fund a Specified Transaction, that:

  • Acceptance Condition means, with respect to an Offer, the condition set forth in the Offer Documents with respect to the number of acceptances to an Offer which must be secured to declare such Offer unconditional as to acceptances which shall be more than 50% of the Target shares carrying voting rights.

  • Trigger Event Date means a date on which a Trigger Event has occurred as determined by the Calculation Agent.

  • Trigger Date shall have the meaning set forth in Section 11(a)(iii) hereof.

  • Put Option Repayment Date means the settlement date for the Put Option pursuant to Clause 10.3 (Mandatory repurchase due to a Put Option Event).

  • Scheduled Completion Date shall be the date set forth in Clause 10.3;

  • Weighted Average Life Test means, as of any date of determination, that the Weighted Average Life of all Eligible Loan Assets is equal to or less than 6.0 years.

  • Notification Date means 30 days from an Account statement date (see section 6.3).

  • Closing Level : means the official daily Closing Level of the Index as published by the Index Sponsor in relation to each Scheduled Trading Day during the Investment Term.

  • Minimum Weighted Average Spread Test means a test that will be satisfied on any date of determination if the Weighted Average Spread of all Eligible Collateral Obligations included in the Collateral on such day is equal to or greater than 5.25%.

  • Tender Closing Date means the date and time set out in column (C) of Part 1 of the Schedule to the Tender Notice;

  • Failed Remarketing Condition—Purchased VRDP Shares means that the Liquidity Provider acquires and continues to be the beneficial owner for federal income tax purposes of any shares of a Series of VRDP Shares in connection with purchases made pursuant to the Purchase Obligation (whether as a result of an unsuccessful Remarketing or a Mandatory Purchase) on any Purchase Date, including shares of a Series of VRDP Shares that the Liquidity Provider continues to be the beneficial owner of for federal income tax purposes after the expiration or termination of the VRDP Shares Purchase Agreement.

  • Term SOFR Replacement Date has the meaning specified in Section 3.03(b).

  • Aggregate Overcollateralization Release Amount With respect to any Distribution Date, the lesser of (x) the aggregate of the Principal Remittance Amounts for each Mortgage Pool for such Distribution Date and (y) the amount, if any, by which (i) the Overcollateralization Amount for such date, calculated for this purpose on the basis of the assumption that 100% of the aggregate of the Principal Remittance Amounts for such Distribution Date is applied on such date in reduction of the aggregate Certificate Principal Amount of the Certificates, exceeds (ii) the Targeted Overcollateralization Amount for such Distribution Date.

  • Rating period means the calendar period for which premium rates established by a small employer carrier are assumed to be in effect.

  • Rating Date means the date which is 90 days prior to the earlier of (i) a Change in Control and (ii) public notice of the occurrence of a Change in Control or of the intention of the Company to effect a Change in Control.

  • Target Completion Date has the meaning given such term in Section 3.3(b).

  • Class D Coverage Tests means the Class D Interest Coverage Test and the Class D Par Value Test.

  • Offer Closing Date has the meaning set forth in Section 1.01(f).

  • Overcollateralization Release Amount With respect to any Distribution Date, the lesser of (x) the Principal Remittance Amount for such Distribution Date and (y) the Excess Overcollateralized Amount.