Target Merger Agreement definition

Target Merger Agreement means that certain Agreement and Plan of Merger dated as of March 13, 2008, by and among Biomed Healthcare, Inc., Holdings, Target and Target Owner.
Target Merger Agreement shall have the meaning given to such term in the Investment Agreement.
Target Merger Agreement has the meaning provided in the Recitals to this Agreement.

Examples of Target Merger Agreement in a sentence

  • The Company shall furnish to the Investor information regarding the Target Acquisition as is reasonably requested by the Investor from time to time, subject to any limitations under the Target Merger Agreement.

  • In the event of any proposed amendments to the terms and conditions of the Target Merger Agreement, the Acquirors shall afford the Seller the opportunity to review and shall consider in good faith any comments thereon.

  • The Company shall not amend or otherwise modify, waive any term or condition of, or excuse performance under the Target Merger Agreement, in each case, in a manner that is materially adverse to the Investor without the prior written consent of the Investor.

  • The Company shall at the Investor’s request keep the Investor updated regarding the status of the Target Acquisition, including progress toward the satisfaction of the closing conditions set forth in the Target Merger Agreement.

  • The Target Merger shall have been consummated or shall be consummated contemporaneously with the closing and funding of the Loans in accordance with the terms of the Target Merger Agreement (as altered, amended, waived or otherwise changed or supplemented in compliance with this paragraph).

  • The transactions contemplated by the Target Merger Agreement shall have been consummated pursuant to the terms and conditions thereof, as such terms and conditions are set forth in the execution version delivered to the Seller on the date hereof.

  • The cash portion of the purchase price paid by the Borrower in connection with the Target Acquisition shall not be greater than $600,000,000 and the remainder of the purchase price shall be paid for in the form of newly issued or existing common stock of the Borrower in accordance with the terms and conditions of the Target Merger Agreement.

  • For the avoidance of doubt, the Target Merger Agreement, as executed on the date hereof, shall not be amended without the prior written consent of the Seller not to be unreasonably withheld.

  • Emotions are perceived differently by individuals, partly due to differ- ent life experiences and partly due to personality issues[4] and gender [23].

  • The Target Acquisition shall have been consummated, or will be consummated substantially simultaneously with the Subsequent Closing, in each case, in accordance with the terms and conditions of the Target Merger Agreement.


More Definitions of Target Merger Agreement

Target Merger Agreement shall have the meaning set forth in the Recitals.
Target Merger Agreement has the meaning provided in the preliminary statements hereto.

Related to Target 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.

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

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

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

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

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

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

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

  • 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.

  • Merger Closing shall have the meaning set forth in Section 2.2.

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

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

  • 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.

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

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

  • 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.

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

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

  • Second Effective Time has the meaning specified in Section 2.02.

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

  • Effective Time has the meaning set forth in Section 2.2.

  • Merger Effective Time shall have the meaning assigned to the term “Effective Time” in the Merger Agreement.

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

  • Company Merger shall have the meaning given in the Recitals.

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