Relevant Matters. (a) Any and all decisions that must be adopted by the Company (whether they need to be approved by the Board of Directors, the Shareholders’ Meeting and/or any other corporate body) in relation to the matters, subjects and topics listed below (the “Relevant Matters”) may only be validly accepted and performed by the Corporation if previously approved by the favorable vote of all the Parties to this Shareholders’ Agreement.
(b) The Relevant Matters are the following:
1. Dissolution, voluntary liquidation or bankruptcy of the Corporation.
2. Transfer of the Corporation’s goodwill and/or the disposal of all or substantially all of the Corporation’s assets.
Relevant Matters. 4.24.2.1 In line 1 after “3.15” insert “(excluding any matter relating to a Pandemic Event)” and delete “or 3.16 (excluding an instruction for expenditure of a Provisional Sum for defined work)”.
Relevant Matters. The Tenant:
(a) must forthwith notify the Landlord in writing of any relevant matter; and
(b) warrants that all relevant matters existing or arising as regards Glu Mobile Limited on or before today’s date or existing or arising as regards any subsequent person becoming the Tenant on or before the date of assignment or other devolution of title have been or will be notified to the Landlord in writing prior to today’s date or prior to execution of the assignment or the date of the devolution, as the case may be. In this sub-clause relevant matter means any matter that a prudent insurer or underwriter might treat as material in deciding whether or on what terms to insure or to continue to insure the Building including (without limitation) the conviction, judgment or adverse finding of any court or tribunal relating to the Tenant or any director, other officer or major shareholder of the Tenant of such a nature that a prudent insurer or underwriter might treat as so material.
Relevant Matters. The Tenant:
(a) shall forthwith notify the Landlord in writing of any relevant matter; and
(b) warrants that all relevant matters existing or arising as regards NIAGARA LASALLE (U.K.) LIMITED and NIAGARA CORPORATION on or before today's date or existing or arising as regards any subsequent person becoming the Tenant on or before the date of assignment or other devolution of title have been notified to the Landlord in writing prior to today's date or prior to execution of the assignment or the date of the devolution, as the case may be.
Relevant Matters. Have been revised in line with the changes to Relevant Events. • Variations and Valuation Rules. Section 5. • These rules could not be clearer. They are well set out and easy to follow. • One point to mention this is very subtle but very important for Employer and Contractor alike. The old rules said “The amount to be added to or deducted from the Contract Sum for [variations] may be agreed between the Employer and the Contractor prior to the Contractor complying with any such instruction….” The new rules say at 5.2 “The value of [all variations] shall be such amount as is agreed between the Employer and the Contractor or where not agreed [valued by the QS in accordance with the Valuation Rules].” • Collateral Warranties. These are new provisions within the Intermediate form. All I will say is do not go around signing collateral warranties without taking legal advice. I could write a book on the subject.
Relevant Matters. To resolve any of the following matters, the unanimous affirmative vote of each of the directors of ITA in a duly installed board of directors meeting pursuant to ITA’s by-laws, or the assistance and affirmative vote of the 100% (one hundred percent) of the representative shares of the capital stock of ITA in a general shareholders meeting, duly installed pursuant to ITA’s by-laws, within the competence of each of the abovementioned corporate bodies:
(i) Any mergers or splits of ITA;
(ii) The adoption of any resolution to dissolve and liquidate ITA or other procedure of insolvency, or for the judicial administration of ITA;
(iii) Amendments or termination, for any reason, of (a) the Technical Assistance Agreement, entered as of December 19, 1998 by and between ITA, ASUR, Servicios Aeroportuarios del Sureste, S.A. de C.V. and Aeropuerto de Cancún, S.A. de C.V., Aeropuerto de Cozumel, S.A. de C.V., Aeropuerto de Huatulco, S.A. de C.V., Aeropuerto xx Xxxxxx, X.X. de C.V., Aeropuerto de Minatitlán, S.A. de C.V., Aeropuerto de Oaxaca, S.A. de C.V., Aeropuerto de Tapachula, S.A. de C.V., Aeropuerto de Veracruz, S.A. de C.V., y Aeropuerto de Villahermosa, S.A. de C.V. (jointly, the abovementioned companies and ASUR, the “Airport Group”); (b) the Participation Agreement, entered as of December 18, 1998, by and between the Federal Government of the United Mexican States, through the Ministry of Transportation and Communications, the Airport Group and ITA; (c) the Trust Agreement entered as of December 18, 1998, by and between ITA in its capacity as settlor-beneficiary, ASUR in its character as second place beneficiary and Banco Nacional de Comercio Exterior, S.N.C. División Fiduciaria in its capacity as trustee; (d) the General Guidelines for the Investment in the Mexican Airports System, published as of February 9, 1998, in the Official Federal Gazette; (e) the announcement for the acquisition of the share certificates representative of the capital stock of ASUR, Aeropuerto de Cancún, S.A. de C.V., Aeropuerto de Cozumel, S.A. de C.V., Aeropuerto de Huatulco, S.A. de C.V., Aeropuerto xx Xxxxxx, X.X. de C.V., Aeropuerto de Minatitlán, S.A. de C.V., Aeropuerto de Oaxaca, S.A. de C.V., Aeropuerto de Tapachula, S.A. de C.V., Aeropuerto de Veracruz, S.A. de C.V., and Aeropuerto de Villahermosa, S.A. de C.V.; and (f) the Rating Formulary for the interested people to participate in the announcement for the acquisition of the share certificates representative of the capita...
Relevant Matters. The following resolutions and measures (adopted by the Parties in their capacity as BP’s shareholders or BP’s directors) shall be considered as relevant matters ("Relevant Matters”) for the purposes of the Agreement:
(i) any decision to carry out or conduct business that is not carried out at present by BP, except for any activity related or connected to banking activities or the financial system, such as insurance, or other activities BB carries out in other jurisdictions;
(ii) approval of BP’s business plan;
(iii) investments, divestments or any transfer of assets involving an amount higher than 30% of BP' equity; discontinuance of an existing business line that accounts for more than 30% of BP's financial revenues or fee income; acquisition or alienation of assets or of an interest in a company, or the hiring of services during any financial year that involves more than 30% of BP' equity, all of the above to the extent that they are not included within the business plan approved by BP;
(iv) any restructuring of the company involving third parties;
(v) corporate capital increase, except when it is mandatory to BP by virtue of applicable regulations or to comply with the business plan approved by BP;
(vi) corporate capital reduction, restriction or suspension of the preemptive right;
(vii) transactions between related parties for amounts higher than one million U.S. dollars (USD 1,000,000) per year, or that are not made in the ordinary course of business, to the extent that they are not arm's length transactions;
(viii) adoption or change of significant accounting policies not required by the Argentine GAAPs or the IFRS; appointment or removal of external auditors, except if the audit firm to be appointed is internationally renowned;
(ix) granting of a power of attorney that conflicts with any provision in the Shareholders' Agreement;
(x) filing or voluntary dismissal of an action, arbitration or other proceeding by BP against a third party, or settlement of such proceeding for an amount higher than 20% of BP's equity;
(xi) approval of significant changes in the Obligatory Pto (as defined in the Purchase Agreement) terms and conditions that may affect BP, as a result of any objections raised by the National Securities Commission;
(xii) any change in BP's ownership interest in its Subsidiaries and GMAC Compañía Financiera S.A.
Relevant Matters. The Shareholders undertake to make use of the voting right pertaining to their Bound Shares so as not to allow any of the Relevant Matters to be approved at a general shareholders meeting without the prior written approval of BNDESPAR. They are individually considered relevant matters (“Relevant Matters”):
(a) any increase or decrease in the capital stock of the Company or its Subsidiaries;
(b) changes in the constitutive acts of the Company or its Subsidiaries that imply: (i) change in the corporate purpose; (ii) modification of the headquarters to a location different from the municipality of its current headquarters; (iii) creation of new branches in Brazil;
Relevant Matters. 1. 在2012年10月1日前，甲、乙双方仍按照2009年10月1日签订的《西迪艾（北京）国际贸易有限公司管理协议》执行。待结清所有管理费，且乙方支付的第一笔股权转让款（或房产）确认后，甲、乙双方配合操作工商变更登记及相关手续。 Prior to October 1, 2012, Party A and Party B shall execute according to the “CDI Beijing International Trading Co., Ltd. Management Agreement”. After all management fees are paid and cleared, and the transfer of the first payment (or real estate) made by Party B is confirmed, Party A and Party B shall cooperate to register of the changes with the Business Bureau and other related legal formalities.
