Paravant Merger Agreement definition

Paravant Merger Agreement means the Agreement and Plan of Merger, dated as of October 23, 2002, among the Borrower, Prince Merger Corporation (a Wholly-Owned Subsidiary of the Borrower) and Paravant, as amended, modified or supplemented from time to time with the prior written consent of the Administrative Agent, which consent shall not be unreasonably withheld or delayed.
Sample 1

Examples of Paravant Merger Agreement in a sentence

  • Designate only accounts with the Administrative Agent as the location for all deposits and payments required to be made to the Borrower as Buyer pursuant to the terms of the Sensors Purchase Agreement and the Paravant Merger Agreement.

  • Materially amend, modify, waive (or permit the material amendment, modification of or waiver of) any of the terms or provisions of (a) the Sensors Purchase Agreement, (b) the offer to purchase filed in connection with the Paravant Tender Offer or (c) the Paravant Merger Agreement, in each case, without the prior written approval of the Administrative Agent and Required Lenders, which shall not be unreasonably withheld.

  • Notwithstanding Section 2.2 of the Paravant Merger Agreement, the Borrower will not agree to any Closing Date (as defined therein) later than the second Business Day following satisfaction of the closing conditions set forth in Article VII of the Paravant Merger Agreement as in effect on the date hereof without the consent of the Administrative Agent.

Related to Paravant Merger Agreement

  • Bank Merger Agreement has the meaning set forth in Section 6.10.

  • Merger Agreement has the meaning set forth in the Recitals.

  • Share Exchange Agreement has the meaning specified in the Recitals.

  • 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.

  • Second Merger has the meaning set forth in the Recitals.

  • First Merger shall have the meaning given in the Recitals hereto.

  • 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.

  • Plan of Merger has the meaning set forth in Section 2.2.

  • Separation Transactions means the Contribution, the Distribution and the other transactions contemplated by this Agreement and the Separation Step Plan.

  • Company Merger has the meaning set forth in the recitals hereto.

  • Agreement and Plan of Merger has the meaning set forth in the first recital above.

  • Merger Sub 2 shall have the meaning given in the Recitals hereto.

  • Merger Sub Board means the board of directors of Merger Sub.

  • Company Acquisition Transaction means any transaction or series of transactions involving:

  • Company Acquisition Agreement has the meaning set forth in Section 5.04(a).

  • Merger Closing means “Closing,” as that term is defined in the Merger Agreement.

  • Merger Sub 1 has the meaning set forth in the Preamble.

  • Transaction Agreement has the meaning set forth in the recitals.

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

  • unanimous shareholder agreement means either: (i) a lawful written agreement among all the shareholders of the Corporation, or among all the shareholders and one or more persons who are not shareholders; or (ii) a written declaration of the registered owner of all of the issued shares of the Corporation; in each case, that restricts, in whole or in part, the powers of the directors to manage, or supervise the management of the business and affairs of the Corporation, as from time to time amended.

  • Effective Time of the Merger means the time as of which the Merger becomes effective, which shall occur on the Funding and Consummation Date.

  • MergerSub has the meaning set forth in the Preamble.

  • 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.

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

  • Agreement of Merger has the meaning set forth in Section 2.01(b).