Pre-Closing Merger definition

Pre-Closing Merger means the merger of IOS Capital with and into IKON as contemplated by (and in accordance with) the Asset Purchase Agreement.

Pre-Closing Merger has the meaning set forth in the Preamble hereto.

Pre-Closing Merger has the meaning set forth in Section 5.15.

Examples of Pre-Closing Merger in a sentence

• The Conversion Rate immediately following the Pre-Closing Merger Effective Time will be 24.0912 Units of Reference Property for each $1,000 principal amount of Notes.

• The Pre-Closing Merger shall have been declared effective and the Purchaser shall have received from the Seller a certificate from the Secretary of State of the State of Arizona certifying the same.

• The SDTS Merger shall become effective at such time as SDTS and Oncor shall agree and as shall be specified in the SDTS Merger Certificates; provided that the effective time of the SDTS Merger (the “SDTS Merger Effective Time”) shall occur on the Closing Date, after the SDTS Pre-Closing Merger and Oncor Pre-Closing Contribution, and concurrently with the Oncor Merger Effective Time and the SU Merger Effective Time.

• Immediately after the effectiveness of the Pre-Closing Merger and as of the Closing Date, all of the representations and warranties set forth in this Article III made by the Seller in reference to the Company will be true and correct as if made by the Seller in reference to NewCo.

• Immediately prior to the Closing, SU and SU AssetCo shall consummate the merger of SU and SU AssetCo (the “SU Pre-Closing Merger”), and shall thereby cause the SU Package to be allocated to SU AssetCo. The SU Pre-Closing Merger shall be consummated pursuant to the terms of the SU Pre-Closing Merger Agreement, and neither SU nor SU AssetCo shall amend or modify the terms of such agreement without the prior written consent of Oncor and SDTS.

• Immediately prior to the Closing, SDTS and SDTS AssetCo shall consummate the merger of SDTS and SDTS AssetCo (the “SDTS Pre-Closing Merger”), and shall thereby cause the SDTS Package to be allocated to SDTS AssetCo. The SDTS Pre-Closing Merger shall be consummated pursuant to the terms of the SDTS Pre-Closing Merger Agreement, and neither SDTS nor SDTS AssetCo shall amend or modify the terms of such agreement without the prior written consent of Oncor and SU.

• As of the date hereof and immediately prior to the effectiveness of the Pre-Closing Merger: (i) XxxXxxxx.xxx, Inc.

• Immediately after the Pre-Closing Merger and as of the Closing Date, the authorized capital stock of NewCo will consist of (i) one million (1,000,000) shares of common stock, par value $0.01 per share, of which two hundred twenty-six thousand eight hundred seventy eight (226,878) shares will be outstanding and (ii) no shares of preferred stock; the shares of capital stock described in (i) as outstanding being all the Stock.

• No later than five business days prior to the Closing Date, (i) SDTS shall cause SDTS AssetCo to be formed under the Laws of the State of Texas, (ii) SDTS shall cause SDTS AssetCo to execute the Joinder Agreement and deliver a copy of such agreement to Oncor and (iii) SDTS shall enter into, and cause SDTS AssetCo to enter into, the SDTS Pre-Closing Merger Agreement.

• The SU Merger shall become effective at such time as SU and Oncor shall agree and as shall be specified in the SU Merger Certificates; provided that the effective time of the SU Merger (the “SU Merger Effective Time”) shall occur on the Closing Date, after the SU Pre-Closing Merger, and concurrently with the SDTS Merger Effective Time and the Oncor Merger Effective Time.

More Definitions of Pre-Closing Merger

Pre-Closing Merger has the meaning set forth in the Recitals.

Pre-Closing Merger means the merger of the Merged Entitites into Punta Mita Resort in accordance with the terms and provisions of Section 4.7, such that after the completion of the Pre-Closing Merger, Punta Mita Resort shall be owned as set forth on Exhibit C-2 attached hereto.