Acceptable Alternative Arrangement definition

Acceptable Alternative Arrangement shall have the meaning set forth in Section 2.2(d)(i).
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Acceptable Alternative Arrangement has the meaning assigned to such term in Section 2.02(f)(ii)(1).
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Acceptable Alternative Arrangement means any arrangement satisfactory to Seller and its counsel and to the Transferors and their respective counsel that: (a) to the fullest extent feasible in light of any regulatory constraint assures the Parties as nearly as possible the same economic results as if the transactions contemplated by this Agreement and the Collateral Agreements had occurred as contemplated herein and therein; provided, however, that no Party shall be obligated to enter into any such arrangement which would require it to make expenditures or dispose of assets in excess of the amount of expenditures or assets contemplated by this Agreement and the Collateral Agreements unless compensated for such arrangement; (b) would, in the reasonable judgment of Seller and the Transferors, be reasonably expected either not to require FCC consent or to result in such consent, if required; and (c) would, in the reasonable judgment of Seller and the Transferors, be reasonably expected to result in clearance of the arrangement by the relevant antitrust enforcement agencies, if required.
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Examples of Acceptable Alternative Arrangement in a sentence

  • Notwithstanding anything herein to the contrary, no Partial Assignment of any Shared Contract or Acceptable Alternative Arrangement shall be completed if it would violate any applicable Law or the rights of any third party to such Shared Contract.

  • Each of Buyer, Seller, Primestar and PLP shall take all commercially reasonable steps necessary, and shall supply to the other such parties and/or to the FCC all information reasonably necessary, to obtain such Final Order, and shall use its commercially reasonable efforts, including the implementation of an Acceptable Alternative Arrangement, to effect to the fullest extent feasible the consummation of the transactions contemplated in this Agreement.

  • If an Acceptable Alternative Arrangement is entered into on or prior to the termination hereof, the provisions of this Agreement shall continue to be in full force and effect, subject to any modifications of the terms hereof in connection with the Acceptable Alternative Arrangement, including a date certain upon which the Acceptable Alternative Arrangement shall terminate upon which this Agreement may be terminated by either party.

  • If an Acceptable Alternative Arrangement is entered into on or prior to December 31, 1999, each of the parties hereto shall continue to use their commercially reasonable efforts to obtain the FCC Consent.

  • In the event that the In-Orbit Satellite Assets are transferred under this Article X by virtue of a decision by Buyer to waive the Final Order requirement or by mutual agreement of the parties, and the FCC Consent is subsequently reversed or modified in a manner that is materially adverse to either party, the parties shall make commercially reasonable efforts to enter into an Acceptable Alternative Arrangement.

  • In the event that the parties are unable to enter into such an Acceptable Alternative Arrangement, each party agrees to use its commercially reasonable efforts to unwind this Agreement to the extent necessary to place each party in the position that it was in before the Subsequent Closing Date.

  • The forward path technique of ‘walking back up the system’ and replacing everything until the problem goes away simply doesn’t work.

  • If an Acceptable Alternative Arrangement is entered into, upon receipt of the FCC Consent, Seller shall immediately assign the FCC License to Buyer or Newco and such Acceptable Alternative Arrangement shall be cancelled concurrently with such transfer.

  • If an Acceptable Alternative Arrangement is not entered into on or before December 31, 1999, either party may terminate this Agreement on or after such date.

  • The failure to enter into, or arrange, a Partial Assignment or an Acceptable Alternative Arrangement shall not in and of itself constitute a breach of this Section 2.2(e) ; provided , that the foregoing shall not preclude consideration of a party’s efforts in pursuing such consent or approval for purposes of determining compliance with this Section 2.2(e) .


More Definitions of Acceptable Alternative Arrangement

Acceptable Alternative Arrangement means any arrangement
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Acceptable Alternative Arrangement means any arrangement satisfactory to Seller and its counsel and to Buyer and its counsel that: (a) to the fullest extent feasible in light of any regulatory constraint assures the parties hereto as nearly as possible the same economic results as if the transactions contemplated by this Agreement had occurred as contemplated herein; provided, however, that no party hereto shall be obligated to enter into any such arrangement which would require it to make expenditures or dispose of assets in excess of the amount of expenditures or dispositions of assets contemplated by this Agreement unless compensated for such arrangement; (b) would, in the reasonable judgment of Seller and Buyer, be reasonably expected either not to require FCC consent or to result in such consent being granted, if required; and (c) would, in the reasonable judgment of Seller and Buyer, be reasonably expected to result in clearance of the arrangement by the relevant antitrust enforcement agencies, if required.
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Acceptable Alternative Arrangement means any arrangement satisfactory to Seller and its counsel and to the Transferors and their
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Acceptable Alternative Arrangement means any arrangement satisfactory to Newco and its counsel and to the Transferors and their respective counsel to ensure Newco's continuous, irrevocable (subject to renewal by the FCC) and exclusive right to use and, subject to Regulatory Provisions, to direct the use of the capacity of the 110 Slot (including, without limitation, all rights with respect to any successor satellites), at no further cost to Newco, in excess of the costs that Newco would have incurred if Newco held the authorizations for the 110 Slot directly, to the same effect as if Newco were the FCC licensee of (or owner of the FCC licensee of) the 110 Slot.
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Acceptable Alternative Arrangement means any arrangement satisfactory to Seller and its counsel and to the Transferors and their respective counsel that: (a) to the fullest extent feasible in light of any regulatory constraint assures the Parties as nearly as possible the same economic results as if the transactions contemplated by this Agreement and the Collateral Agreements had occurred as contemplated herein and therein; provided, however, that no Party shall be obligated to enter into any such arrangement which would require it to make expenditures or dispose of assets in excess of the amount of expenditures or assets contemplated by this Agreement and the Collateral Agreements unless compensated for such
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Acceptable Alternative Arrangement shall have the meaning set forth in Section 2.3(a). (3) “Action” shall mean any demand, action, claim, suit, countersuit, arbitration, inquiry, subpoena, case, litigation, proceeding or investigation (whether civil, criminal, administrative or investigative) by or before any court or grand jury, any Governmental Entity or any arbitration or mediation tribunal. (4) “Affiliate” shall mean, when used with respect to a specified Person and at a point in, or with respect to a period of, time, a Person that directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with, such specified Person at such point in or during such period of time. For the purposes of this definition, “control”, when used with respect to any specified Person shall mean the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of such Person, whether through the ownership of voting securities or other interests, by Contract or otherwise. It is expressly agreed that, from and after the Disposition Date, solely for purposes of this Agreement, (i) no member of the SharkNinja Group shall be deemed an Affiliate of any member of the JS Global Group and (ii) no member of the JS Global Group shall be deemed an Affiliate of any member of the SharkNinja Group. The Parties agree and acknowledge that the obligations of the Parties and their respective Affiliates pursuant to this Agreement shall not be impacted by way of (i) Xxxx Xxxxxx’s ownership of SharkNinja or JS Global or (ii) Xxxx Xxxxxx, Xxxxxxx Xxxxxxx Xxxxxx or Xxx Xxx Xxx Xxx serving as a director, officer or employee of any member of the SharkNinja Group or the JS Global Group, in each case of the foregoing clauses (i)-(ii), except as otherwise expressly set forth in this Agreement. (5) “Agreement” shall have the meaning set forth in the Preamble. (6) “Ancillary Agreements” shall mean the Transition Services Agreement, the Employee Matters Agreement, the Brand License Agreement, the Sourcing Services Agreement – Joyoung, the Sourcing Services Agreement – JS Global, the Product Development Agreement, the Memorandum and Articles, any Continuing Arrangements, any and all Conveyancing and Assumption Instruments, and any other agreements to be entered into by and between any member of the JS Global Group, on one hand, and any member of the SharkNinja Group, on the other hand, at, prior to or after the Disposition Date in connection...
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Related to Acceptable Alternative Arrangement

  • Acceptable Counterparty means any counterparty to the Interest Rate Cap Agreement that has and shall maintain, until the expiration of the applicable Interest Rate Cap Agreement, a long-term unsecured debt rating of at least “A+” by S&P and “Aa3” from Xxxxx’x, which rating shall not include a “t” or otherwise reflect a termination risk and is otherwise reasonably acceptable to Lender.

  • Alternative living arrangement means a structure in which households live in distinct bedrooms, yet share kitchen and plumbing facilities, central heat and common areas. Alternative living arrangements include, but are not limited to: transitional facilities for the homeless; Class A, B, C, D and E boarding homes as regulated by the State of New Jersey Department of Community Affairs; residential health care facilities as regulated by the New Jersey Department of Health; group homes for the developmentally disabled and mentally ill as licensed and/or regulated by the New Jersey Department of Human Services; and congregate living arrangements.

  • Acceptable Waste means ordinary household, municipal, institutional, commercial and industrial Solid Waste including, but not limited to, the following:

  • Acceptable Appraisal means, with respect to an appraisal of Inventory, the most recent appraisal of such property received by Agent (a) from an appraisal company satisfactory to Agent, (b) the scope and methodology (including, to the extent relevant, any sampling procedure employed by such appraisal company) of which are satisfactory to Agent, and (c) the results of which are satisfactory to Agent, in each case, in Agent’s Permitted Discretion.

  • Alternative Financing shall have the meaning set forth in Section 6.11(d).

  • Solar alternative compliance payment or "SACP" means a

  • Acceptable Tender means any Tender which, in all respects, complies with the conditions of Tender and specifications as set out in the Tender document, including conditions as specified in the Preferential Procurement Policy Framework Act (Act 5 of 2000) and the Supply Chain Management of Council.

  • Access Arrangement means an arrangement for access to a Covered Pipeline that has been approved by the Relevant Regulator.

  • Alternative program means a non-disciplinary monitoring or practice remediation process approved by a physical therapy licensing board. This includes, but is not limited to, substance abuse issues.

  • Alternative Proposal has the meaning set forth in Section 6.2(b).

  • Acceptable Flag Jurisdiction means the Bahamas, Bermuda, Panama, the Xxxxxxxx Islands, the United States or such other flag jurisdiction as may be acceptable to the Required Lenders in their reasonable discretion.

  • Acceptable Credit Rating means a minimum long term credit rating of either BBB from Standard & Poors or Baa2 from Xxxxx’x; Access Undertaking means:

  • Alternative Acquisition Agreement has the meaning set forth in Section 5.3(d).

  • alternative plan means a group RRSP, including the BCTF Plan, which was entered into prior to the coming into force of this Article, and which is still in effect as of that date.

  • Acceptable Letter of Credit means an on-first-demand irrevocable standby letter of credit naming the XXXXX Xxxxxx as beneficiary (a) issued by a Qualified Financial Institution, (b) the stated maturity date of which is at least one year from the date of issuance (except that for letters of credit issued as a replacement letter of credit with less than one year remaining until the stated expiration date of the original letter of credit, the term shall be for such shorter period), and (c) which allows drawing (i) during the ten (10) Business Day period prior to expiry (unless otherwise replaced or extended) and (ii) upon downgrade of the issuer thereof such that it is no longer a Qualified Financial Institution if not replaced within thirty (30) Business Days of such downgrade.

  • Acceptable Insurance Default shall have the meaning assigned to such term or analogous term in the Servicing Agreement.

  • Least restrictive alternative means the treatment and conditions of treatment which, separately and in combination, are no more intrusive or restrictive of freedom than reasonably necessary to achieve a substantial therapeutic benefit to the minor, or to protect the minor or others from physical injury;

  • Incremental Term Loan Assumption Agreement means an Incremental Term Loan Assumption Agreement in form and substance reasonably satisfactory to the Administrative Agent, among the Borrower, the Administrative Agent and one or more Incremental Term Lenders.

  • netting arrangement means an arrangement under which a number of claims or obligations can be converted into a single net claim, including close-out netting arrangements under which, on the occurrence of an enforcement event (however or wherever defined) the obligations of the parties are accelerated so as to become immediately due or are terminated, and in either case are converted into or replaced by a single net claim, including ‘close-out netting provisions’ as defined in point (n)(i) of Article 2(1) of Directive 2002/47/EC and ‘netting’ as defined in point (k) of Article 2 of Directive 98/26/EC;

  • Acceptable Bank means (a) a bank or financial institution which has a rating for its long-term unsecured and non credit-enhanced debt obligations of A- or higher by S&P or A2 or higher by Xxxxx’x or a comparable rating from an internationally recognized credit rating agency; or (b) any other bank or financial institution approved by each Agent.

  • Alternative Transaction Proposal means any offer, inquiry, proposal or indication of interest (whether binding or non-binding) to any Person or its stockholders or shareholders, as applicable, relating to an Alternative Transaction;