OTHER TRANSACTION CLOSINGS definition

OTHER TRANSACTION CLOSINGS means (i) the “Closing,” as such term is defined in Section 7 of the PMR Asset Purchase Agreement, (ii) the execution by the parties thereto of the Trademark Agreement, (iii) the execution by the parties thereto of the License Agreement and (iv) the assignment of the Xxxxxx Trademarks pursuant to the Xxxxxx Trademark Assignment in accordance with the terms thereof.
Sample 1
OTHER TRANSACTION CLOSINGS means (i) the "Closing," as such term is defined in Section 1.3 of the Agreement and Plan of Merger, dated as of the date hereof (the "MERGER AGREEMENT"), by and among Hard Rock Hotel, Inc., a Nevada corporation ("HRH") , Morgans Hotel Group Co., a Delaware corporation ("MERGER PARENT"), and MHG HR Acquisition Corp., a Nevada corporation, (ii) the "Closing," as such term is defined in Section 7.1 of the Purchase and Sale Agreement and Joint Escrow Instructions, dated as of the date hereof (the "PMR ASSET PURCHASE AGREEMENT"), by and between PM Realty, LLC, a Nevada limited-liability company, and Buyer, (iii) the execution of the Trademark Agreement, to be dated as of the Closing, by and between Peter A. Morton and HRH (the "TRADEMARK AGREEMENT"), (iv) the executxxx xx xxx Xxxxnse Agreement, to be dated as of the Closing, by and between Peter A. Morton and Merger Parent (the "LICENSE AGREEMENT"), and (v) xxx xxxxxxxxx of the "Morton Trademark Assignment" (as defined in the Merger Agreement) (the "MORTON TRADEMARK ASSIGNMENT" and, together with the Merger Agreement, xxx PMR Asset Purchase Agreement and the License Agreement, the "OTHER TRANSACTION AGREEMENTS").
Sample 1
OTHER TRANSACTION CLOSINGS means (i) the "Closing," as such term is defined in Section 7 of the PMR Asset Purchase Agreement, (ii) the execution by the parties thereto of the Trademark Agreement, (iii) the execution by the parties thereto of the License Agreement and (iv) the assignment of the Morton Trademarks pursuant to the Morton Trademark Assignment in accoxxxxxx with the terms thereof.
Sample 1

Related to OTHER TRANSACTION CLOSINGS

  • Acquisition Closing Date means the “Closing Date” under and as defined in the Acquisition Agreement.

  • Merger Transactions means the Merger and the other transactions relating thereto or contemplated by the Merger Agreement.

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

  • Acquisition Transactions means the transactions contemplated by the Acquisition Agreement.

  • Formation Transactions means the transactions contemplated by this Agreement and the other Formation Transaction Documentation.

  • Consummation Date means the date of the substantial consummation (as defined in Section 1101 of the Bankruptcy Code and which for purposes of this Agreement shall be no later than the effective date) of a Reorganization Plan that is confirmed pursuant to an order of the Bankruptcy Court.

  • M&A Transaction means (i) the consolidation of the Company with, or a merger with or into, any third party, following which the Company’s stockholders immediately prior to such transaction, will own less than 50.1% of the surviving entity or the Company, as applicable, immediately following such transaction, or (ii) an acquisition or other transfer of all or substantially all of the Company’s securities or assets.

  • Financing Transactions means the execution, delivery and performance by each Loan Party of the Loan Documents to which it is to be a party, the borrowing of Loans, the use of the proceeds thereof and the issuance of Letters of Credit hereunder.

  • Other Transaction Documents means the Transaction Documents other than this Agreement.

  • Contemplated Transactions all of the transactions contemplated by this Agreement, including:

  • Applicable Closing Date Has the meaning specified in Section 5.01(b) of this Trust Supplement.

  • Master Transaction Agreement 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.

  • Related Transactions means the initial borrowing under the Revolving Loan on the Closing Date, the Refinancing, the payment of all fees, costs and expenses associated with all of the foregoing and the execution and delivery of all of the Related Transactions Documents.

  • SPAC Transaction means a transaction or series of related transactions by merger, consolidation, share exchange or otherwise of the Company with a publicly traded “special purpose acquisition company” or its subsidiary (collectively, a “SPAC”), immediately following the consummation of which the common stock or share capital of the SPAC or its successor entity is listed on the Nasdaq Stock Market, the New York Stock Exchange or another exchange or marketplace approved by the Board of Directors, including a majority of the Preferred Directors.

  • repurchase transaction means a transaction governed by an agreement by which a counterparty transfers securities or guaranteed rights relating to title to securities where that guarantee is issued by a recognised exchange which holds the rights to the securities and the agreement does not allow a counterparty to transfer or pledge a particular security to more than one counterparty at a time, subject to a commitment to repurchase them, or substituted securities of the same description at a specified price on a future date specified, or to be specified, by the transferor, being a repurchase agreement for the counterparty selling the securities and a reverse repurchase agreement for the counterparty buying them;

  • Subsequent Closing has the meaning set forth in Section 3.2.

  • Debt Purchase Transaction means, in relation to a person, a transaction where such person:

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

  • Second Closing Date has the meaning set forth in Section 1.3.

  • Purchase Transaction means a purchase of scrap metal, or the purchase of property described in section 10 if the knowing purchase or offer to purchase that property is not prohibited by that section, by a scrap metal dealer. The term does not include any of the following:

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

  • Loan Closing Date means the date upon which the Loan is made to the Company.

  • Option Closing Date shall have the meaning ascribed to such term in Section 2.2(c).

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

  • Put Closing Date shall have the meaning set forth in Section 2.3.8.