STANDARD OF MATERIALITY AND OF MATERIAL ADVERSE EFFECT Sample Clauses

STANDARD OF MATERIALITY AND OF MATERIAL ADVERSE EFFECT. (a) For purposes of sections 4, 6, and 7 of this Share Exchange Agreement, the terms "material" and "materially," when used with reference to items normally expressed in dollars, shall be deemed to refer to amounts individually and in the aggregate in excess of 3 percent of the shareholders' equity of Purchaser as of March 31, 2008, as determined in accordance with generally accepted accounting principles. (b) For purposes of sections 5, 8, and 9 of this Share Exchange Agreement, the terms "material" and "materially," when used with reference to items normally expressed in dollars, shall be deemed to refer to amounts individually and in the aggregate in excess of 3 percent of the shareholders' equity of UTS as of March 31, 2008, as determined in accordance with generally accepted accounting principles.
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STANDARD OF MATERIALITY AND OF MATERIAL ADVERSE EFFECT. (a) For purposes of sections 4, 6, and 7 of this Share Exchange Agreement, the terms "material" and "materially," when used with reference to items normally expressed in dollars, shall be deemed to refer to amounts individually and in the aggregate in excess of 3 percent of the shareholders' equity of PUBLIC COMPANY as of November 24, 2010, as determined in accordance with generally accepted accounting principles. (b) For purposes of sections 5, 8, and 9 of this Share Exchange Agreement, the terms "material" and "materially," when used with reference to items normally expressed in dollars, shall be deemed to refer to amounts individually and in the aggregate in excess of 3 percent of the shareholders' equity of PRIVATE COMPANY as of November 24, 2010, as determined in accordance with generally accepted accounting principles.
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STANDARD OF MATERIALITY AND OF MATERIAL ADVERSE EFFECT. (a) For purposes of sections 4, 6, and 7 of this Agreement, the terms "material" and "materially," when used with reference to items normally expressed in dollars, shall be deemed to refer to amounts individually and in the aggregate in excess of 3 percent of the shareholders' equity of PAHC as of September 30, 1999, as determined in accordance with generally accepted accounting principles. (b) For purposes of sections 5, 8, and 9 of this Agreement, the terms "material" and "materially," when used with reference to items normally expressed in dollars, shall be deemed to refer to amounts individually and in the aggregate in excess of 3 percent of the shareholders' equity of NBTB as of September 30, 1999, as determined in accordance with generally accepted accounting principles. (c) For other purposes and, notwithstanding subsections (a) and (b) of this section 11.7, when used anywhere in this Agreement with explicit reference to any of the federal securities laws or to the Proxy Statement or the Registration Statement, the terms "material" and "materially" shall be construed and understood in accordance with standards of materiality as judicially determined under the federal securities laws.
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STANDARD OF MATERIALITY AND OF MATERIAL ADVERSE EFFECT. For purposes of this Agreement, the terms “material,” “materially,” and “material adverse effect” wherever used in this Share Exchange Agreement will mean, with respect to a party, pertaining to the business, results of operations, financial condition, including the market value of any of the assets, or prospects of the party and its subsidiaries taken as a whole.
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STANDARD OF MATERIALITY AND OF MATERIAL ADVERSE EFFECT. (a) For purposes of Articles IV, VI, and VII of this Agreement, the terms “material” and “materially,” when used with reference to items normally expressed in dollars, will be deemed to refer to amounts individually and in the aggregate in excess of 3% of the shareholders' equity of GHHC as of June 8, as determined in accordance with generally accepted accounting principles. (b) For purposes of Articles V, VIII, and IX of this Agreement, the terms “material” and “materially,” when used with reference to items normally expressed in dollars, will be deemed to refer to amounts individually and in the aggregate in excess of 3% of the shareholders’ equity of Vitana-X as of December 31, 2018, as determined in accordance with generally accepted accounting principles.
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STANDARD OF MATERIALITY AND OF MATERIAL ADVERSE EFFECT. (a) For purposes of Articles IV, VI, and VII of this Agreement, the terms expressed in dollars, will be deemed to refer to amounts individually and in the aggregate in excess of 3% of the shareholders' equity of SKDI as of October 28, 2019, as determined in accordance with generally accepted accounting principles. (b) mean, with respect to a party, a material adverse effect on the business, results of operations, financial condition, including the market value of any of the assets, or prospects of such party and its subsidiaries taken as a whole.
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Related to STANDARD OF MATERIALITY AND OF MATERIAL ADVERSE EFFECT

  • Notice of Material Adverse Effect The Company shall notify the Buyer (and any subsequent holder of the Debentures), as soon as practicable and in no event later than three (3) business days of the Company’s knowledge of any Material Adverse Effect on the Company. For purposes of the foregoing, “knowledge” means the earlier of the Company’s actual knowledge or the Company’s constructive knowledge upon due inquiry.

  • Absence of Material Adverse Effect Since the date of this Agreement, there shall not have been any event, change or occurrence that, individually or in the aggregate, has had or would reasonably be expected to have a Company Material Adverse Effect.

  • Company Material Adverse Effect Since the date of this Agreement, there shall not have been any Company Material Adverse Effect or any event, change, or effect that would, individually or in the aggregate, reasonably be expected to have a Company Material Adverse Effect.

  • Absence of Company Material Adverse Effect Since the date of this Agreement, there shall not have been any event, change, effect or development that, individually or in the aggregate, has had or would reasonably be expected to have a Company Material Adverse Effect.

  • No Company Material Adverse Effect Since the date of this Agreement, there shall not have occurred any Company Material Adverse Effect.

  • Absence of Material Adverse Changes No material adverse change in the business, assets, financial condition, or prospects of the Company shall have occurred, no substantial part of the assets of the Company not substantially covered by insurance shall have been destroyed due to fire or other casualty, and no event shall have occurred which has had or will have a material adverse effect on the business, assets, financial condition or prospects of the Company.

  • Parent Material Adverse Effect Since the date of this Agreement, there shall not have been any Parent Material Adverse Effect or any event, change, or effect that would, individually or in the aggregate, reasonably be expected to have a Parent Material Adverse Effect.

  • Notice of Material Adverse Change Firm agrees to notify Citizens in writing of any “Material Adverse Change” to Firm within ten (10) days of said change. A “Material Adverse Change” means: (i) a change in the business operations or financial condition of Firm which negatively impacts its capacity to meet its professional or financial obligations;

  • Absence of Material Adverse Change On the Closing Date, no circumstance shall exist that constitutes a REIT II Material Adverse Effect.

  • Materiality The Company and the Stockholders hereby agree that this covenant is a material and substantial part of this transaction.

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