Portfolio Exception Clause Samples
A Portfolio Exception clause allows certain assets, investments, or accounts within a broader portfolio to be excluded from the general terms or restrictions of an agreement. In practice, this means that while most assets in a portfolio may be subject to specific covenants or limitations—such as restrictions on transfer, use, or encumbrance—those identified under the exception are not bound by these rules. For example, a lender might permit a borrower to manage or dispose of certain assets freely, even though the rest of the portfolio is pledged as collateral. The core function of this clause is to provide flexibility by carving out specific items from otherwise broad contractual obligations, thereby accommodating unique circumstances or business needs.
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Portfolio Exception. Notwithstanding the foregoing, nothing in this Agreement shall prevent the Employee from acquiring and holding, directly or indirectly (and including the holdings of any other person not acting at arm's length with the Employee (as defined in the Income Tax Act (Canada)) not more than five percent (5%) of the outstanding share of any corporation engaged in a Competitive Business if such shares are listed on a stock exchange, provided that the Employee is not a member of the board of directors or an officer or employee of, or consultant to, or otherwise involved with, directly or indirectly, such corporation.
Portfolio Exception. Notwithstanding anything to the contrary in this Agreement, the Restricted Party shall not be in default under this Agreement by virtue of holding not more than five percent (5%) of the issued and outstanding securities of a Person (the “Interest”), the securities of which are listed on a recognized stock exchange and with which Person the Restricted Party has no connection whatsoever other than the Interest, provided that the Restricted Party holds such Interest as a passive investor.
Portfolio Exception. The Vendor is not in default under this Agreement by virtue of holding (i) securities (regardless of percentage) in the Purchaser or (ii) not more than three percent (3%) (including securities held by any Persons acting jointly or in concert with the Vendor) of the issued and outstanding securities of a Person (the "Interest"), the securities of which are listed on a recognized stock exchange and with which Person the Vendor has no connection whatsoever other than the Interest, provided that the Vendor holds such Interest as a passive investor.
Portfolio Exception. Such Person ceasing to be a Shareholder shall not be in default under this Agreement by virtue of his holding as a passive investor not more than five percent (5%) of the issued and outstanding 28 24 shares of a corporation, the shares of which are listed on a recognized stock exchange within the Territory and with which such Person has no other connection whatsoever.
Portfolio Exception. No Vendor shall be in default under this Article by virtue of its holding as passive investor not more than five percent (5%) in the aggregate (including shares held by any Affiliates or Persons acting jointly or in concert with such Vendor) of the issued and outstanding shares of a corporation, the shares of which are listed on a recognized stock exchange.
Portfolio Exception. 34 6.8 Environmental .............................................. 34 6.9
Portfolio Exception. Notwithstanding any other provision of this Agreement, the Covenantors (collectively) may together own, taking into account direct and indirect ownership and control, up to 5% in aggregate of the publicly traded voting or non-voting securities of any Person which engages in, or is otherwise affiliated with, a business which is the same as, substantially similar to, or competes with the Business provided that such Covenantor holds such interest as a passive investor.
Portfolio Exception. The Vendors shall not be in default under this Agreement by virtue of their holding as a passive investors not more than ten percent (10%) (including shares held by any Persons acting jointly or in concert with the Vendors) of the issued and outstanding shares on a fully diluted basis of a corporation, the shares of which are listed on a recognized stock exchange and with which corporation and the Vendors have no connection whatsoever.
Portfolio Exception. Notwithstanding any other provision of this Agreement, the Seller and its Affiliates may together own up to 1% in aggregate of the publicly traded voting or non-voting securities of any Person which engages in, or is otherwise affiliated with, a business which competes with the Business and with which the Seller and its Affiliates have no other connection whatsoever.