Contemporaneous Transactions definition

Contemporaneous Transactions means that certain Consent and Fourth Amendment of even date herewith to that certain Credit Agreement dated as of July 25, 2000 among The Xxxxxxxx Companies, Inc., Northwest Pipeline Corporation, Transcontinental Gas Pipe Line Corporation, and Texas Gas Transmission Corporation, as Borrowers, the financial institutions from time to time party thereto, The Chase Manhattan Bank and Comemrzbank AG, as Co-Syndication Agents, Credit Lyonnais New York Branch, as Documentation Agent, and Citibank, N.A., as Agent, as amended by a letter agreement dated as of October 10, 2000, by a Waiver and First Amendment dated as of January 31, 2001, by a Second Amendment to Credit Agreement dated as of February 7, 2002, by a Third Amendment dated as of March 3, 2002.
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Contemporaneous Transactions. Section 2.5. "Court" Section 2.1. "Effective Date" Section 1.2.2. "Effective Time" Section 2.4. "Exchange Date" Section 1.2.3. "Exchangeable Shares" Section 2.1.1. "Final Order" Section 2.1.3. "Interim Order" Section 2.1. "Notice" Section 7.6. "OBCA" Preamble "Plan" Preamble "Plan of Arrangement" Section 2.1. "Replacement Option" Section 2.1.3. "SEC" Section 1.2.7. "Securities Act" Section 1.2.6. "Shareholder Approval" Section 6.3.1. "Shareholder Meetings" Section 5.2. "Shareholder Meeting Date" Section 5.2. "Sonic" Preamble "Sonic Material Adverse Effect" Section 1.2.5. "Subsidiary" Section 1.2.8. "Survival of Representations, Warranties, and Agreements" Section 7.3. "Tax" Section 1.2.9. "Total Turbotak Outstanding Shares" Section 2.1.2. "Trustee" Section 2.2. "Turbotak" Preamble "Turbotak Material Adverse Effect" Section 1.2.4. "TurboSonic Technologies, Inc." Section 5.7. "Voting Share" Section 2.2. "Voting Trust Agreement" Section 2.2.
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Contemporaneous Transactions means (a) Buyer's acquisition of 50% of the member interests in Pacific Gas Turbine Center, LLC, a Delaware limited liability company, (b) Buyer's sale-leaseback of 5 aircraft engines with a value of approximately U.S.$42,686,000, and (c) the investment by FlightTechnics, LLC, an affiliate of Flightlease, of approximately U.S.$19,500,000 through the purchase of 1,300,000 newly issued shares of Seller's common stock, par value U.S.$0.01 at the price of U.S.$15.00 per share.
Sample 1

Examples of Contemporaneous Transactions in a sentence

  • The Contemporaneous Transactions (as hereinafter defined) have been consummated.

  • The Company shall, on or before 9:30 a.m., New York time, on the third (3rd) Business Day after the date of this Agreement, issue a press release (the “Press Release”) reasonably acceptable to the Creditor disclosing all the material terms of the transactions contemplated by the Transaction Documents and the Contemporaneous Transactions.

  • Whitebox believes, by reason of its business or financial experience, that it is capable of evaluating the merits, risks and relative fairness of the transactions contemplated hereby and by the Contemporaneous Transactions.

  • From and after the filing or furnishing of the 6-K Filing, the Company shall have disclosed all material, non-public information (if any) provided to the Creditor by the Company or any of its Subsidiaries or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents and the Contemporaneous Transactions.

  • Neither the Company nor any of its Subsidiaries have any liabilities or obligations required to be disclosed in the SEC Documents which are not so disclosed in the SEC Documents, other than the Contemporaneous Transactions and the issuance of the Placement Agent Securities and those incurred in the ordinary course of the Company’s or its Subsidiaries’ respective businesses and which, individually or in the aggregate, do not or could not have a Material Adverse Effect.


More Definitions of Contemporaneous Transactions

Contemporaneous Transactions means (a) Buyer's acquisition of all issued and outstanding stock of WASI, (b) Buyer's sale-leaseback of 5 aircraft engines with a value of approximately U.S.$42,686,000, and (c) the investment by FlightTechnics, LLC, an affiliate of Flightlease, of approximately U.S.$19,500,000 through the purchase of 1,300,000 newly issued shares of Seller's common stock, par value U.S.$0.01 at the price of U.S.$15.00 per share.
Sample 1

Related to Contemporaneous Transactions

  • Transactional Agreements means: (a) the Agreement; (b) the Assignment and Assumption Agreement; (c) the Voting Agreements; (d) the Credit Agreement; (e) the Patent License Agreement; (f) the Patent Standstill Agreement; and (g) the Stay Orders.

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

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

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

  • Closing Transactions has the meaning set forth in Section 11.8(a)(i) of these Bylaws.

  • Closing Date Transactions means, collectively (a) the funding of the Loans on the Closing Date and the execution and delivery of Loan Documents to be entered into on the Closing Date, (b) the Debt Proceeds Transfer, and (c) the payment of Closing Date Transaction Expenses.

  • Financing Transactions means (a) the execution, delivery and performance by each Loan Party of the Loan Documents to which it is to be a party, (b) the borrowing of Loans hereunder and the use of the proceeds thereof and (c) the issuance, amendment or extension of Letters of Credit hereunder and the use of proceeds thereof.

  • Specified Merger Agreement Representations means such of the representations and warranties made with respect to the Company and its Subsidiaries by the Company in the Merger Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders.

  • Restructuring Transactions means the transactions described in Article IV.B of the Plan.

  • Hostile Acquisition means (a) the acquisition of the Equity Interests of a Person through a tender offer or similar solicitation of the owners of such Equity Interests which has not been approved (prior to such acquisition) by the board of directors (or any other applicable governing body) of such Person or by similar action if such Person is not a corporation and (b) any such acquisition as to which such approval has been withdrawn.

  • Permitted Transactions has the meaning set forth in Section 13(B).

  • Factoring Transaction means any transaction or series of transactions that may be entered into by the Borrower or any Restricted Subsidiary pursuant to which the Borrower or such Restricted Subsidiary may sell, convey, assign or otherwise transfer Securitization Assets (which may include a backup or precautionary grant of security interest in such Securitization Assets so sold, conveyed, assigned or otherwise transferred or purported to be so sold, conveyed, assigned or otherwise transferred) to any Person other than a Receivables Subsidiary.

  • M&A Transaction means any acquisition, directly or indirectly, by a Project Holdco, whether by purchase, merger or otherwise, of all or substantially all of the assets of, all or a portion of the Equity Interests of, or a business line or unit or a division of, any Person.

  • Specified Transactions means (a) any Specified Disposition, (b) any Permitted Acquisition and (c) the Transactions.

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

  • Related Transactions Documents means the Loan Documents and all other agreements or instruments executed in connection with the Related Transactions.

  • Refinancing Transactions means the issuance and sale of the Notes pursuant to the Offering Memorandum, the incurrence of indebtedness on or about the Issue Date pursuant to any Credit Agreement and/or the repricing, refinancing, amendment, restatement or supplement, in whole or in part, of any Credit Agreement and the redemption (including any satisfaction and discharge in connection therewith) of all of the Company’s outstanding 7.875% Senior Notes due 2019 and the payment of fees and expenses in connection therewith.

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

  • Acquisition Transaction Announcement means (i) the announcement of an Acquisition Transaction, (ii) an announcement that Counterparty or any of its subsidiaries has entered into an agreement, a letter of intent or an understanding designed to result in an Acquisition Transaction, (iii) the announcement of the intention to solicit or enter into, or to explore strategic alternatives or other similar undertaking that may include, an Acquisition Transaction, (iv) any other announcement that in the reasonable judgment of the Calculation Agent may result in an Acquisition Transaction or (v) any announcement of any change or amendment to any previous Acquisition Transaction Announcement (including any announcement of the abandonment of any such previously announced Acquisition Transaction, agreement, letter of intent, understanding or intention). For the avoidance of doubt, announcements as used in the definition of Acquisition Transaction Announcement refer to any public announcement whether made by the Issuer or a third party.

  • 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.

  • Reorganization Transactions shall have the meaning set forth in the recitals.

  • Specified Acquisition Agreement Representations means such of the representations and warranties in the Acquisition Agreement made by the Acquired Company with respect to the Acquired Company and its subsidiaries as are material to the interests of the Lenders, but only to the extent that the Borrower (and/or its applicable Affiliate) has the right to terminate its and/or such Affiliate’s obligations under the Acquisition Agreement as a result of a breach of such representations in the Acquisition Agreement.

  • 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.