Pre-Closing Reorganization has the meaning set forth in the Recitals.
Reorganization Agreement has the meaning set forth in the recitals.
Reorganization Plan means a plan of reorganization in any of the Cases.
Merger Effective Date means the date on which the Merger is consummated.
Transition Effective Date has the meaning set forth in Section II.D.3.
Corporate Reorganization means any change in the legal existence of any Obligor (other than a Capital Reorganization) including by way of amalgamation, merger, winding up, continuance or plan of arrangement.
First Effective Time has the meaning specified in Section 2.02.
IPO Effective Date means the date upon which the Securities and Exchange Commission declares the initial public offering of the Company's common stock as effective.
Make-Whole Fundamental Change Effective Date means (A) with respect to a Make-Whole Fundamental Change pursuant to clause (A) of the definition thereof, the date on which such Make-Whole Fundamental Change occurs or becomes effective; and (B) with respect to a Make-Whole Fundamental Change pursuant to clause (B) of the definition thereof, the applicable Redemption Notice Date.
Closing Date Acquisition shall have the meaning assigned to such term in the recitals hereto.
Target Effective Date has the meaning specified in Section 2.01(a).
Pre-Acquisition Reorganization has the meaning set out in Section 6.8;
Pre-Closing Restructuring has the meaning specified in Section 6.14(a).
Acquisition Closing Date means the date on which the Acquisition is consummated.
Term SOFR Transition Event means the determination by the Administrative Agent that (a) Term SOFR has been recommended for use by the Relevant Governmental Body, (b) the administration of Term SOFR is administratively feasible for the Administrative Agent and (c) a Benchmark Transition Event or an Early Opt-in Election, as applicable, has previously occurred resulting in a Benchmark Replacement in accordance with Section 2.14 that is not Term SOFR.
Merger Closing Date the Closing Date (as defined in the Merger Agreement).
Reorganization Transactions shall have the meaning set forth in the recitals.
Release Effective Date means the date the Release becomes effective and irrevocable.
First Restatement Effective Date means the “Restatement Effective Date” as defined in the First Amendment Agreement.
Closing Date Transactions means, collectively (a) the funding of the Loans on the Closing Date and the execution and delivery of Loan Documents to be entered into on the Closing Date, (b) the Debt Proceeds Transfer, and (c) the payment of Closing Date Transaction Expenses.
Agreement and Plan of Merger has the meaning set forth in the first recital above.
Effective Date of Settlement means: the date on which all of the conditions to settlement set forth in § 2 of this Settlement Agreement have been fully satisfied or waived and the Settlement shall have become Final.
Required Effective Date means the relevant Initial Required Effective Date or Increased Required Effective Date (as those terms are defined below).
Plan of Reorganization means any plan of reorganization, plan of liquidation, agreement for composition, or other type of plan of arrangement proposed in or in connection with any Insolvency or Liquidation Proceeding.
Change of Control Effective Date means the first date during the Change of Control Period (as defined in Section 7.2) on which a Change of Control occurs. Notwithstanding anything in this Agreement to the contrary, if a Change of Control occurs and if the Executive’s employment with the Company (or applicable affiliated company) is terminated prior to the date on which the Change of Control occurs, and if it is reasonably demonstrated by the Executive that such termination of employment (i) was at the request of a third party who has taken steps reasonably calculated to effect a Change of Control or (ii) otherwise arose in connection with or anticipation of a Change of Control, then for all purposes of this Agreement the “Change of Control Effective Date” shall mean the date immediately prior to the date of such termination of employment.
Amendment Closing Date means the first date that all the conditions precedent set forth in this Amendment are satisfied or waived in accordance herewith.