Market Change Sample Clauses

Market Change. No material adverse change or material disruption of the financial, banking or capital markets shall have occurred and be continuing, in each case, determined by the Agent in its sole and absolute discretion.
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Market Change. The Distributor must promptly advise the Manufacturer of any major change in market conditions or activities of competitors in the Territory.
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Market Change. 20.1 If either Party becomes aware, at any time during the term of a Market Change, such Party shall provide written notice thereof to the other Party. 20.2 Following delivery of such notice, each Party shall use Reasonable Efforts to negotiate and settle, in good faith, amendments to this Agreement or a replacement to this Agreement which will come into force on the date upon which such Market Change takes effect in order that the overall balance of rights, obligations, risks and rewards between the Parties shall remain the same in all material respects and Parties are in no better or worse position than they were in before such Market Change (such arrangements being referred to as the "Replacement Arrangements"). 20.3 If the Parties are unable to settle the Replacement Arrangements by the date being 90 days prior to the date on which such Market Change is to take effect (or such longer period as the Parties may agree in writing), the matter shall be referred at the request of either Party to an Expert for determination in accordance with Clause 25.4. 20.4 The term of the Replacement Arrangements shall commence with effect of and from the date on which the Market Change takes effect and shall continue in force until the end of the Term provided that, pending execution of the Replacement Arrangements, the Parties shall continue to comply with the terms and conditions of this Agreement. 20.5 The proviso contained in Clause 0 shall apply equally to any replacement arrangement.
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Market Change. If, after execution of this Agreement and prior to Completion, a Market Change occurs which necessitates a variation to this Agreement or any of the Ancillary Agreements, the Parties shall effect such changes as are reasonably necessary so as to ensure that the transactions contemplated by this Agreement or any of the Ancillary Agreements shall be conducted in a manner which is consistent with the effect of the Market Change and most closely reflects the intentions of the same with effect from the date thereof provided that any such amendment will be of no greater extent than is required by reason of the same and, save as agreed in writing by the Purchaser (in its sole discretion) shall not impose any additional financial or operation burden or increased costs or liability on the Purchaser or its Affiliates.
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Market Change. There shall have been no material adverse change to the syndication market for credit facilities similar in nature to the Incremental Senior Bank Financing (as defined in the Financing Commitments) contemplated in the Financing Commitments and there shall not have occurred and be continuing a disruption of or an adverse change in the financial, banking, capital or loan syndication markets that would have a material adverse effect on the syndication of the Incremental Senior Bank Financing as a result of which the Lenders (as defined in the Financing Commitments) do not provide the Incremental Senior Bank Financing.
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Market Change since the date of this Agreement there has not been any material change in the financial markets of the United Kingdom or the United States or any material fluctuation in the exchange rates relating to the currencies of such countries or the financial condition of any Obligor which, in the opinion of the Original Bank, would make it impracticable to proceed with the transactions contemplated by the Finance Documents or would materially and adversely impact upon the ability of any Borrower to repay (and pay the interest on) any Advance to be made to it hereunder or upon the ability of the Arranger to syndicate the Facilities.
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Market Change. Party A shall be entitled to adjust the calculation formula of service fee according to market changes at any time. Party A shall immediately notify Party B after making the adjustment, and Party B shall pay the service fee calculated in the adjusted calculation formula of service fee from the next month after receiving the notice or from the next service item.
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Market Change. 13.1 If there is a Market Change, then the Parties shall negotiate in good faith to agree changes to the Availability Payments, the Difference Payments and other payments calculated and made under this Agreement (as appropriate) and their methods of calculation to the extent necessary to ensure that the commercial intent of the Parties as at the date of this Agreement is preserved. 13.2 Any dispute between the Parties under this clause 13 shall be referred to Expert determination.
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Related to Market Change

  • Shift Change Where employees are assigned mid-week to work a non-day shift (whether due to emergencies or a shift change) and as a result lose a shift in the regular work week, such employees will be paid six (6) hours for such loss of earnings.

  • Termination for Market Change (a) In the event of delay or interruption under B8.33, exceeding 90 days, and Contract has not been modified to include replacement timber, this contract may be terminated upon election and written notice by Purchaser, if (i) a rate redetermination for market change under B3.33 shows that the appraised weighted average Indicated Advertised Rate of all Included Timber remaining immediately prior to the delay or interruption has been reduced through a market change by an amount equal to or more than the the weighted average Current Contract Rate, or (ii) the appraised value of the remaining timber is insufficient to cover the adjusted base rates as determined under B3.33.

  • Market Capitalization At the time the Registration Statement was or will be originally declared effective, and at the time the Company’s most recent Annual Report on Form 10-K was filed with the Commission, the Company met or will meet the then applicable requirements for the use of Form S-3 under the Securities Act, including, but not limited to, General Instruction I.B.1

  • Rate Redetermination for Market Change In the event of delay or interruption, exceeding 90 days, under B8.33, Contracting Officer shall make an appraisal to determine for each species the difference between the appraised unit value of Included Timber immediately prior to the delay or interruption and the appraised unit value of Included Timber immediately after the delay or interruption. The appraisal shall be done after any rate redetermination done pursuant to B3.31, using remaining volumes.

  • Status Change Upon the termination of the Optionee’s Employment, this Option shall continue or terminate, as and to the extent provided in the Plan and this Agreement.

  • Major Change For a major change referred to in paragraph (1)(a):

  • Schedule Change When a change of work schedule is requested by an employee and approved by the Agency, all forms of penalty pay shall be waived by the employee. When a change of work schedule is requested by an employee and approved by the Agency, overtime compensation for that workday, but not for work over forty (40) hours per week, associated with the changed schedule shall be waived.

  • Regulatory Change Without limiting the effect of the provisions of Section 5.01(a), in the event that at any time (by reason of any Regulatory Change or any other circumstances arising after the Closing Date affecting (A) any Lender, (B) the London interbank market or (C) such Lender’s position in such market), the Adjusted LIBOR, as determined in good faith by such Lender, will not adequately and fairly reflect the cost to such Lender of funding its LIBOR Loans, then, if such Lender so elects, by notice to the Borrower and the Administrative Agent, the obligation of such Lender to make additional LIBOR Loans shall be suspended until such Regulatory Change or other circumstances ceases to be in effect (in which case the provisions of Section 5.04 shall be applicable).

  • Change of Control/Change in Management (i) During any period of twelve (12) consecutive months ending on each anniversary of the Agreement Date, individuals who at the beginning of any such 12-month period constituted the Board of Trustees of the Parent Guarantor (together with any new trustees whose election by such Board or whose nomination for election by the shareholders of the Parent Guarantor was approved by a vote of a majority of the trustees then still in office who were either trustees at the beginning of such period or whose election or nomination for election was previously so approved) cease for any reason to constitute a majority of the Board of Trustees of the Parent Guarantor then in office; (ii) Any “person” or “group” (as such terms are used in Sections 13(d) and 14(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), is or becomes the “beneficial owner” (as defined in Rules 13d-3 and 13d-5 under the Exchange Act, except that a Person will be deemed to have “beneficial ownership” of all securities that such Person has the right to acquire, whether such right is exercisable immediately or only after the passage of time), directly or indirectly, of more than 35% of the total voting power of the then outstanding voting stock of the Parent Guarantor; (iii) The Parent Guarantor shall cease to own and control, directly or indirectly, at least a majority of the outstanding Equity Interests of the Borrower; or (iv) The Parent Guarantor or a Wholly-Owned Subsidiary of the Parent Guarantor shall cease to be the sole general partner of the Borrower or shall cease to have the sole and exclusive power to exercise all management and control over the Borrower.

  • Shift Changes When an employee is assigned to a specific shift and that assignment is changed, the employee shall be given seven (7) calendar days’ notice prior to the change.

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