Pre-Closing Restructuring definition

Pre-Closing Restructuring has the meaning specified in Section 6.14(a).

Pre-Closing Restructuring has the meaning specified in the Recitals hereto.

Pre-Closing Restructuring has the meaning set forth in Section 2.1.

Examples of Pre-Closing Restructuring in a sentence

• All of the documents, instruments and agreements to be executed and/or delivered pursuant to this Agreement (including, without limitation, such documents, instruments and agreements effectuating the Pre-Closing Restructuring) will have been executed by the Parties thereto other than Buyer and the SPAC and delivered to Buyer.

• All intercompany/affiliate arrangements providing services, benefits or assets to the Property necessary for the conduct of the Business shall have been addressed in a manner acceptable to Buyer (which may include termination of such arrangements and the direct assignment and transfer of such rights, interests and/or assets to Buyer pursuant to the Pre-Closing Restructuring Transactions (as defined in the Merger Agreement) or the provision of transition services to Buyer after Closing).

• Except as set forth on Schedule 4.1 of the Company Disclosure Schedules and subject to the Pre-Closing Restructuring, no Affiliate of the Companies owns or has any interest in any of the assets used in the Business.

• Except as set forth on Schedule‌ 4.1 of the Company Disclosure Schedules and subject to the Pre-Closing Restructuring, the Acquired Companies do not have any Affiliates that are not individuals and no Affiliate of the Acquired Companies owns or has any interest in any of the assets used in the Business.

• The Company and the Cision Owner shall, and shall cause their respective Subsidiaries and Affiliates to, effectuate and consummate the Pre-Closing Restructuring prior to the Closing in accordance with the terms set forth on Schedule 1.01(a).

More Definitions of Pre-Closing Restructuring

Pre-Closing Restructuring means the series of transactions effected pursuant to the Contribution Agreement including, among other things, the transfer by Embraer of certain assets and liabilities relating to the UAM Business to the Eve Entities;

Pre-Closing Restructuring means the restructuring transactions with respect to the Subsidiaries of the Holder, as set forth in Section 1.1(a) of the Company Disclosure Letter (the “Pre-Closing Restructuring Plan”); provided that Acquiror and the Holder may mutually agree to amend the Pre-Closing Restructuring Plan after the date hereof to the extent reasonably necessary to consummate the transactions contemplated hereby in the most Tax-efficient manner.

Pre-Closing Restructuring means: the restructuring prior to closing by which: (i) Cyxtera shall be contributed to NewCo by the Cyxtera Stockholder, with Cyxtera becoming a wholly-owned subsidiary of NewCo, and (ii) Cyxtera shall thereafter be converted to a Delaware limited liability company;

Pre-Closing Restructuring means the internal restructuring of Seller and its Subsidiaries described in the Pre-Closing Restructuring Plan.

Pre-Closing Restructuring means the “Restructuring”, as defined in the Merger Agreement.

Pre-Closing Restructuring means the transactions set forth on Exhibit A, as may be revised from time to time by agreement of the Parties prior to the Closing.

Pre-Closing Restructuring means the actions set forth on Schedule 1.01(i).