Contemplated Transaction Sample Clauses

Contemplated Transaction. The execution, delivery and performance by each Acquired Company of this Agreement and each Ancillary Agreement to which it is (or will be) a party and the consummation of the Contemplated Transactions are within the power and authority of each Acquired Company and have been duly authorized by all necessary action on the part of each Acquired Company, other than approval by the Company’s stockholders of the Merger and the Contemplated Transactions. This Agreement and each Ancillary Agreement to which each Acquired Company is (or will be) a party (a) has been (or, in the case of Ancillary Agreements to be entered into at or prior to the Closing, will be) duly executed and delivered by each Acquired Company and (b) is (or, in the case of Ancillary Agreements to be entered into at or prior to the Closing, will be) a legal, valid and binding obligation of such Acquired Company, Enforceable against each such Acquired Company in accordance with its terms.
Contemplated Transaction. Section 5.02 Cost-Free Educational Account .......................... Section 3.02(b) Cross Default .......................................... Section 1.05(b)(i) DAETC ..................................................
Contemplated Transaction. The statements in the Prospectus under the headingRecent Developments,” insofar as they purport to describe or summarize the terms or provisions of the Real Estate Purchase Agreement, dated as of June 19, 2014 (the “Contemplated Transaction Agreement”), are accurate descriptions or summaries in all material respects. The Contemplated Transaction Agreement has been duly authorized, executed and delivered by the parties thereto. To the knowledge of the Company and the Operating Partnership as of the date hereof, there is no fact or circumstance relating to the Contemplated Transaction Agreement which would cause the representations and warranties in this Section 1(a) to be untrue if the acquisition had been consummated as of the date hereof.
Contemplated Transaction. It is our understanding that management of BankGuam Holding Company (“BGHC”) has entered into discussions with ASC management regarding the potential acquisition of ASC by BGHC. As presently contemplated BGHC would acquire a controlling interest in ASC over five years via a three-step transaction that would entail the sequential purchase of about 25%, 24% and 25% of existing common shares. ASC would remain a separately chartered subsidiary of BGHC rather than become a subsidiary of BGHC’s primary subsidiary, Bank of Guam (“Bank”). ASC’s existing management would continue to run the company during the five-year transition period.
Contemplated Transaction. 10.4 Seller covenants and agrees to forward to Buyer, within five (5)
Contemplated Transaction. The Company has requested that the Lenders and the Issuing Banks consent to the following transactions (the elements of which would occur in the order set forth below and, as to the elements described in Paragraphs 1 through 4 below, would occur as promptly as reasonably practicable):
Contemplated Transaction. The term “Contemplated Transaction” shall mean all of the transactions contemplated by this Agreement, including the execution, delivery, and performance of the Collateral Documents and any exhibits thereto, and any other documents delivered pursuant hereto and thereto.
Contemplated Transaction. Contemporaneously with the execution of this agreement, McMillan, BodyBilt and the shareholders of BodyBilt shall deliver to McMillan a letter of intent dated May 20, 1996 whereby BodyBilt will merger with a holding company formed by McMillan (hereafter referred to as "Letter of Intent"). The type of merger contemplated is known as a forward triangular merger, which will be followed by an IPO (collectively referred to as "contemplated transaction.").
Contemplated Transaction. 10.4 Seller covenants and agrees to forward to Buyer, within five (5) business days of Seller's receipt of the same, any and all payments which Seller may receive in respect of the accounts receivable or any payments which relate or pertain to sales by Buyer after the Closing, which payments are delivered to Seller or are otherwise received by Seller. In the event that Buyer at any time receives checks payable to Seller for amounts owed to Buyer, Buyer shall deliver such checks to Seller and Seller shall endorse such checks to Buyer or remit to Buyer the amounts represented by such checks within five (5) business days of Seller's receipt of same. In the event that Buyer at any time receives checks for amounts owed to Seller, Buyer shall deliver such checks to Seller or remit to Seller the amounts represented by such checks within five (5) business days of Buyer's receipt of same.