Relevant Transactions Sample Clauses

Relevant Transactions. (a) If after the date hereof and prior to Closing, Comcast desires to, or desires to cause any of its Subsidiaries to, acquire or invest in a business, whether by merger, consolidation, combination or amalgamation, acquisition of equity interest or assets or otherwise, in each case, that if acquired would be primarily related to the Contributed Comcast Businesses, Comcast shall deliver a notice to GE containing the material terms of such transaction, including reasonable detail as to the financial and operational implications of the transaction for Newco, the equity interest, business or assets to be acquired, and the consideration proposed to be paid (including any Relevant Transaction Debt) in connection with such transaction. GE may, within fifteen (15) Business Days after receipt of such notice, object to such acquisition by delivering a notice of objection. (b) If a notice of objection with respect to any such transaction is delivered pursuant to Section 6.22(a) within such fifteen (15) Business Day period, Comcast or one or more of its Subsidiaries shall be permitted, subject to receipt of any consent required pursuant to Section 6.01(b)(ii), to enter into and consummate such transaction on the terms set forth in the notice delivered by Comcast pursuant to Section 6.22(a); provided that the equity interest, business or assets acquired pursuant to such transaction shall be deemed Comcast Excluded Assets and the Liabilities relating thereto shall be deemed Excluded Comcast Liabilities. (c) If a notice of objection with respect to any such transaction is not delivered pursuant to Section 6.22(a) within such fifteen (15) Business Day period, (i) Comcast or more of its Subsidiaries shall be permitted to enter into and consummate such transaction (a “Relevant Transaction”) on terms that are equivalent in all material respects to those which are set forth in the notice delivered by Comcast pursuant to Section 6.22(a) and (ii) the equity interest, business or assets acquired pursuant to such transaction shall be deemed Comcast Assets or Excluded Comcast Assets and the Liabilities relating thereto shall be deemed Assumed Comcast Liabilities or Excluded Comcast Liabilities to the extent provided in Section 2.03 (as if such equity interest, business or assets were owned by Comcast and such Liabilities were Liabilities of Comcast). Each transaction set forth on Section 6.22 of the Comcast Disclosure Letter shall be a Relevant Transaction if it is consummated on ...

Relevant Transactions. (1) Sections 9.9(2) to 9.9(4) will apply in respect of Relevant Transactions. (2) The Company is permitted, without the prior approval of the Shareholders, to enter into Relevant Transactions, but each Relevant Transaction must be: (a) at a competitive market price; (b) on commercial terms comparable to what would be agreed between unrelated parties; and (c) promptly disclosed to the Shareholders. (3) Each Director may vote on any Relevant Transaction. If a Shareholder considers that a Relevant Transaction does not meet the criteria of section 9.9(2), then it may give notice to the Company and the other Shareholders, and the following provisions will apply: (a) the notice must be given within twenty (20) Business Days of the Relevant Transaction being disclosed to the Shareholder and must include reasons why the Shareholder believes the Relevant Transaction does not meet the criteria of section 9.9(2); (b) the Relevant Transaction must be discussed at the next Board Meeting; (c) if a Shareholder is not satisfied with the discussion on the Relevant Transaction at that Board Meeting, it must give notice to the other Shareholder and the Board within five (5) Business Days after that meeting, and the Shareholders will then jointly appoint a suitably qualified independent expert to assess whether or not the Relevant Transaction meets the criteria in section 9.9(2); (d) if the Shareholders cannot agree on an independent expert within ten (10) Business Days of the notice under section 9.9(3)(c), the independent expert will be chosen by an internationally recognised and reputable audit and accounting firm jointly agreed upon by the Shareholders; (e) if the independent expert finds that the Relevant Transaction does not meet the criteria in section 9.9(2), then that Relevant Transaction will not be void, however, the Shareholder that is a party to the Relevant Transaction (or whose Affiliate is a party to the Relevant Transaction) will be liable for any loss caused to the Company as a result of the departure from the criteria in section 9.9(2); and (f) notwithstanding the finding of the independent expert, the Company will bear all the costs of the independent expert. (4) At the request of a Shareholder, the Company and the other Shareholders will provide that Shareholder with information reasonably necessary to satisfy that the Relevant Transaction meets the criteria in section 9.9(2).

Relevant Transactions. The RDA allows the parties to define the Relevant Transactions in the Election Schedule. Clients should consider any such definition carefully to ensure that all transactions which they want the delegate to report are covered. In particular: a. Consider whether historical transactions that are subject to reporting will be covered. b. Care should be taken in using the terms “OTC derivative” and “exchange traded derivative” as the definition of an “OTC derivative contract” under EMIR is a derivative contract the execution of which does not take place on a “regulated market” within the meaning of the EU Markets in Financial Instruments Directive (“MiFID”) or on a third country market considered equivalent to such a regulated market. As, to date, there is no publicly available list of non-EU exchanges considered equivalent to a regulated market as defined under MiFID, any derivative contracts which are executed on, for example, non-EU exchanges are regarded as OTC derivative contracts under EMIR. This means that non-EU traded exchange traded derivatives (including US futures contracts) are “OTC derivative contracts” under EMIR. c. Where an agent is acting on behalf of more than one Client (e.g. an investment manager acting on behalf of a number of funds), the RDA is likely to specify that only transactions executed by the investment manager on behalf of a particular Client will be covered and not any other transactions between such Client and the Reporting Delegate.