Transaction Perimeter definition

Transaction Perimeter means the transaction perimeter for the Business, including the provisions of this Agreement and the Korean Purchase Agreement that define or list the Business Purchased Assets, Business Excluded Assets, Business Assumed Liabilities and Business Excluded Liabilities, and any Disclosure Schedules included therein.
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Transaction Perimeter. The Transaction involves the acquisition by Quebecor or one of its direct or indirect wholly-owned subsidiaries (“Buyer”) of the Freedom Mobile Wireless and Internet business (collectively, the “Freedom Business”) operated by Freedom Mobile Inc. and its wholly-owned subsidiary, Freedom Mobile Distribution Inc. (collectively “Freedom” or the “Freedom Entities”), including the Freedom Assets (as defined below) in accordance with the essential terms set out below. For greater certainty, the Freedom Business excludes the Excluded Assets (as defined below). Freedom and Rogers (or their respective affiliates) will also provide each other with certain transition services and reverse transition services described below to facilitate an effective separation of the Freedom Business from the other businesses and operations of Shaw and its affiliates (including ▇▇▇▇ Mobile). Rogers (or its affiliates) will also provide to Buyer (or its affiliates) various services described below (the “Ongoing Services”). For the purpose of this Term Sheet, Buyer shall be deemed to include Quebecor and all of its direct or indirect wholly-owned subsidiaries. Transaction Structure: The Transaction structure (including the purchase of the Freedom Business and the separation of the Freedom Business from the other businesses and operations of Shaw and its affiliates (including ▇▇▇▇ Mobile)) will involve an acquisition of all of the outstanding shares of Freedom Mobile Inc. as well as (i) the transfer of certain Freedom Assets to Freedom or Buyer and (ii) the transfer of all Excluded Assets held by the Freedom Entities to Rogers or Shaw (and/or one or more of their affiliates), in each case, free and clear of all encumbrances (other than customary permitted encumbrances).
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Transaction Perimeter means jointly the Operating Units, the Securpol Trademark and the Headquarters;
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Examples of Transaction Perimeter in a sentence

  • Closing of the Transaction is also subject to New World shareholders holding no more than 5% of the issued and outstanding New World shares exercising dissent rights with respect to the Transaction, Perimeter shareholders holding no more than 5% of the issued and outstanding Perimeter shares exercising dissent rights with respect to the Transaction.

  • From time to time prior to the Closing, the Seller shall have the right (but not the obligation) to supplement or amend (each, a “Schedule Supplement”) Schedule 4.03 and Schedule 4.04 of the Disclosure Schedules to disclose any factual matter hereafter arising or of which the Seller becomes aware after the Effective Date, except to the extent such Schedule Supplement would change or otherwise affect the Transaction Perimeter.

Related to Transaction Perimeter

  • Transaction Size means Lot Size multiplied by number of Lots.

  • SPAC Transaction means a transaction or series of related transactions by merger, consolidation, share exchange or otherwise of the Company with a publicly traded “special purpose acquisition company” or its subsidiary (collectively, a “SPAC”), immediately following the consummation of which the common stock or share capital of the SPAC or its successor entity is listed on the Nasdaq Stock Market, the New York Stock Exchange or another exchange or marketplace approved by the Board of Directors, including a majority of the Preferred Directors.

  • Cannabis processing facility means a person that:

  • Acquisition Period means the period ending five (5) business days prior to

  • CLOB means an Order Book that will match Orders pursuant to pre-determined, non- discretionary methods. All bids and offers entered into the CLOB must be firm. The CLOB supports the following order types: