Sirion/Sytera Merger Agreement definition

Sirion/Sytera Merger Agreement means that certain Agreement and Plan of Merger and Reorganization, dated as of July 5, 2006, by and among the Sirion Therapeutics, Inc., a North Carolina corporation, Sytera, Inc., a Delaware corporation, Kenneth J. Widder, M.D., as the representative of the holders of Sytera capital stock, and Barry Butler, as the representative of the holders of Sirion securities, pursuant to which Sytera, Inc. was merged with and into Sirion Therapeutics, Inc., with Sirion Therapeutics, Inc. continuing as the surviving corporation.
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Related to Sirion/Sytera Merger Agreement

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

  • Bank Merger Agreement has the meaning ascribed thereto in the recitals to this Agreement.

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

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

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

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

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

  • Specified Merger Agreement Representations such of the representations made by the Target with respect to the Target and its Subsidiaries in the Merger Agreement as are material to the interests of the Lenders and the Joint Bookrunners (in their capacities as such), but only to the extent that the Borrower (or its Affiliates) has the right to terminate the Borrower’s (or such Affiliate’s) obligations under the Merger Agreement or the right to decline to consummate the Merger as a result of a breach of such representations in the Merger Agreement.

  • Parent Agreement has the meaning given to it in Clause 12;

  • Acquisition Agreement means a letter of intent, agreement in principle, merger agreement, acquisition agreement, option agreement or other similar agreement.

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

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

  • MergerSub has the meaning set forth in the Preamble.

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

  • 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.

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

  • Alternative Acquisition Agreement shall have the meaning set forth in Section 6.5(c).

  • Merger Subsidiary shall have the meaning set forth in the preamble to this Agreement.

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

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

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

  • Acquisition Agreements means the Nexstar Acquisition Agreement and the Mission Acquisition Agreement, and “Acquisition Agreement” means the applicable agreement in the context used.

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

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

  • MergerCo has the meaning set forth in the Preamble.

  • 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.