CANADIAN TRANSACTION Sample Clauses

CANADIAN TRANSACTION. 2.1 ACTION BY THE PARTIES - At the Closing Time the Canadian Transaction shall be completed in the following order:
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CANADIAN TRANSACTION. Parent shall send to each stockholder set forth on Schedule 1 the Canadian Exchange Agreement, executed by Parent. Parent shall be obligated to consummate, and shall consummate, the Canadian Transaction with respect to each stockholder that executes such Canadian Exchange Agreement prior to Closing, subject to the terms and conditions set forth in the Canadian Exchange Agreement.
Sample 1
CANADIAN TRANSACTION. The Canadian Transaction shall have been consummated. Notwithstanding the foregoing, it shall not be a failure of this condition if any party to the Canadian Transaction (other than Parent) does not fulfill such party’s obligation to exchange such party’s shares of Company Common Stock for the Merger Consideration pursuant to a Canadian Exchange Agreement. Such party shall, instead, be entitled to receive the Merger Consideration upon consummation of the Merger in accordance with the terms of this Agreement.
Sample 1
CANADIAN TRANSACTION. Prior to the Closing, Seller and Purchaser shall prepare definitive documentation on mutually agreeable terms and conditions (the "Canadian Transaction Documents") pursuant to which an Affiliate of Purchaser (which Affiliate of Purchaser shall be duly organized, validly existing and in good standing under the laws of Canada on and after the Closing Date) shall purchase and acquire certain information technologies equipment leasing business assets and the liabilities associated therewith from Comdisco Canada Limited, a company incorporated in Ontario, Canada under corporation number 863624 ("Comdisco Canada") and an Affiliate of Seller.
Sample 1

Related to CANADIAN TRANSACTION

  • Acquisition Transactions The Company shall provide the holder of this Warrant with at least twenty (20) days’ written notice prior to closing thereof of the terms and conditions of any of the following transactions (to the extent the Company has notice thereof): (i) the sale, lease, exchange, conveyance or other disposition of all or substantially all of the Company’s property or business, or (ii) its merger into or consolidation with any other corporation (other than a wholly-owned subsidiary of the Company), or any transaction (including a merger or other reorganization) or series of related transactions, in which more than 50% of the voting power of the Company is disposed of.

  • Acquisition Transaction 7.2 (a) Agreement ........................

  • Related Person Transactions Except for indemnification, compensation or other employment arrangements in the ordinary course of business, there are no Contracts, transactions, arrangements or understandings between the Company or any of its Subsidiaries, on the one hand, and any Affiliate (including any director or officer) thereof, but not including any wholly owned Subsidiary of the Company, on the other hand, that would be required to be disclosed pursuant to Item 404 of Regulation S-K promulgated by the SEC in the Company’s Form 10-K or proxy statement pertaining to an annual meeting of stockholders.

  • Treasury Transactions No Obligor shall (and the Company will procure that no other member of the Group will) enter into any Treasury Transaction, other than:

  • Excluded Transactions The Company shall not be obligated to effect any registration of Registrable Securities under this Section 2.1 incidental to the registration of any of its Securities in connection with:

  • Hedging Transactions The Borrower will not, and will not permit any of the Subsidiaries to, enter into any Hedging Transaction, other than Hedging Transactions entered into in the ordinary course of business to hedge or mitigate risks to which the Borrower or any Subsidiary is exposed in the conduct of its business or the management of its liabilities. Solely for the avoidance of doubt, the Borrower acknowledges that a Hedging Transaction entered into for speculative purposes or of a speculative nature (which shall be deemed to include any Hedging Transaction under which the Borrower or any of the Subsidiaries is or may become obliged to make any payment (i) in connection with the purchase by any third party of any common stock or any Indebtedness or (ii) as a result of changes in the market value of any common stock or any Indebtedness) is not a Hedging Transaction entered into in the ordinary course of business to hedge or mitigate risks.

  • Exempt Transactions The following transactions shall be exempt from the provisions of this Section 4:

  • Closing Transactions On the terms and subject to the conditions set forth in this Agreement, the following transactions shall occur in the order set forth in this Section 2.1:

  • Arm’s Length Transaction The Bank acknowledges and agrees that the Underwriters are acting solely in the capacity of an arm’s length contractual counterparty to the Bank with respect to the offering of Notes contemplated hereby (including in connection with determining the terms of the offering) and not as a financial advisor or a fiduciary to, or an agent of, the Bank or any other person. Additionally, neither the Representative nor any other Underwriter is advising the Bank or any other person as to any legal, tax, investment, accounting or regulatory matters in any jurisdiction. The Bank shall consult with its own advisors concerning such matters and shall be responsible for making their own independent investigation and appraisal of the transactions contemplated hereby, and the Underwriters shall have no responsibility or liability to the Bank with respect thereto. Any review by the Underwriters of the Bank, the transactions contemplated hereby or other matters relating to such transactions will be performed solely for the benefit of the Underwriters and shall not be on behalf of the Bank.

  • Speculative Transactions Engage, or permit any of its Subsidiaries to engage, in any transaction involving commodity options or futures contracts or any similar speculative transactions.

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