Corporate Development Transaction definition

Corporate Development Transaction means the license (including a co-marketing license agreement) or purchase of a technology, product, product candidate, or medical device by the Company from an unaffiliated third party entity, provided that such license, purchase, sale or investment occurs primarily as a result of Executive's efforts on the Company's behalf during the Term through Executive's own direct outreach or his network of contacts outside the Company ( as opposed to Corporate Development Transactions uncovered by other Company agents or that are sent to other Company agents through Company contacts such as board members, bankers, etc.) as determined by the Board in its sole discretion.
Sample 1Sample 2
Corporate Development Transaction means the Company’s license or acquisition of a technology, product, product candidate, medical device or company (provided that such license or acquisition occurs primarily through Executive’s efforts or the efforts of the Company, rather than through the efforts of Fortress Biotech or Opus Point Partners, or is first identified and brought to the Company’s attention by Executive). The Company’s Board will have the exclusive discretion to determine whether a transaction qualifies as a Corporate Development Transaction, and the Board will not fail to approve a transaction recommended by the Executive Chairman as a Corporate Development Transaction without reasonable justification. For avoidance of doubt, the parties intend that the Additional Shares will vest on the same schedule as the Initial Shares, as though the Additional Shares had been granted on the same date as the Initial Shares, with the result that Additional Shares subject to time vesting may be vested upon grant.
Sample 1Sample 2
Corporate Development Transaction means a strategic business development or corporate transaction between Parent and/or any Subsidiary Guarantor, on the one hand, and one or more third parties, on the other hand, including without limitation research and development and/or commercial collaborations or partnerships, licenses of Intellectual Property, government contracts, and Lender-approved sales of an asset.
Sample 1

Examples of Corporate Development Transaction in a sentence

  • Upon the closing by the Company of a Corporate Development Transaction (as defined below) occurring during the Term, the Company will issue to Executive shares of common stock in the Company representing fifteen percent (15%) of the total outstanding shares of common stock as of the date of the closing, subject to a Company repurchase right that lapses as the shares vest in accordance with the schedule below (the "Shares").

  • The Company’s Board will have the exclusive discretion to determine whether a transaction qualifies as a Corporate Development Transaction, and the Board will not fail to approve a transaction recommended by the Executive Chairman as a Corporate Development Transaction without reasonable justification.

  • The final third will vest in two equal installments as follows: (i) one installment will vest upon the earlier of (A) the Company’s first Corporate Development Transaction (as defined below) or (B) the first FDA approval of a Company product or medical device, and (ii) the second installment will vest upon the earlier of (A) the Company’s second Corporate Development Transaction (as defined below) or (B) a second FDA approval of a Company product or medical device.


More Definitions of Corporate Development Transaction

Corporate Development Transaction means a transaction pursuant to which the Manager or the applicable Sub-Manager, on behalf of one or more Securitization Entities develops a restaurant (either alone or in partnership with one or more Franchisees) and subsequently sells such restaurant to one or more Franchisees for cash, a Franchisee Promissory Note, other non-cash consideration agreed by the Manager or the applicable Sub-Manager in accordance with the Managing Standard or any combination thereof.
Sample 1

Related to Corporate Development Transaction

  • Commercial Development means any development on private land that is not heavy industrial or residential. The category includes, but is not limited to: hospitals, laboratories and other medical facilities, educational institutions, recreational facilities, plant nurseries, car wash facilities, mini-malls and other business complexes, shopping malls, hotels, office buildings, public warehouses and other light industrial complexes.

  • experimental development means acquiring, combining, shaping and using existing scientific, technological, business and other relevant knowledge and skills with the aim of developing new or improved products, processes or services. This may also include, for example, activities aiming at the conceptual definition, planning and documentation of new products, processes or services;

  • Strategic Transaction means a transaction or relationship in which the Company issues shares of Common Stock to an entity which is, itself or through its subsidiaries, an operating company in a business related to the business of the Company and in which the Company receives material benefits in addition to the investment of funds, but shall not include a transaction in which the Company is issuing securities primarily for the purpose of raising capital.

  • Development Officer means the Development Officer appointed by the Council of the Municipality.

  • Existing development means development, other than that associated with agricultural or forest management activities, that meets one of the following criteria:

  • Residential Development means lands, buildings or structures developed or to be developed for residential use;

  • Clinical Development means the conduct of clinical trials in humans to assess the dosing, safety and/or efficacy of the Product, including but not limited to Phase I Clinical Trials, Phase II Clinical Trials, Phase Ill Clinical Trials and Phase IV Clinical Trials.

  • Economic development means all powers expressly granted and reasonably inferred pursuant to SDCL § 9-54.

  • Significant Transaction means a transaction which meets any one of the tests below:

  • Joint Development Agreement has the meaning provided in Section 5.3.

  • Substantial development means any development of which the total cost or fair market value exceeds two thousand five hundred dollars, or any development which materially interferes with the normal public use of the water or shorelines of the state; except that the following shall not be considered substantial developments for the purpose of this chapter:

  • Target Acquisition means the acquisition of Target Shares by Purchaser pursuant to a Scheme or an Offer.

  • Proposed Acquisition Transaction means, with respect to a SpinCo, a transaction or series of transactions (or any agreement, understanding or arrangement, within the meaning of Section 355(e) of the Code and Treasury Regulations Section 1.355-7, or any other Treasury Regulations promulgated thereunder, to enter into a transaction or series of transactions), whether such transaction is supported by the management or shareholders of such SpinCo, is a hostile acquisition, or otherwise, as a result of which such SpinCo would merge or consolidate with any other Person or as a result of which any Person or Persons would (directly or indirectly) acquire, or have the right to acquire, from such SpinCo and/or one or more holders of outstanding shares of Capital Stock of such SpinCo, a number of shares of Capital Stock of such SpinCo that would, when combined with any other changes in ownership of Capital Stock of such SpinCo pertinent for purposes of Section 355(e) of the Code, comprise 45% or more of (a) the value of all outstanding shares of stock of such SpinCo as of the date of such transaction, or in the case of a series of transactions, the date of the last transaction of such series, or (b) the total combined voting power of all outstanding shares of voting stock of such SpinCo as of the date of such transaction, or in the case of a series of transactions, the date of the last transaction of such series. Notwithstanding the foregoing, a Proposed Acquisition Transaction shall not include (i) the adoption by such SpinCo of a shareholder rights plan or (ii) issuances by such SpinCo that satisfy Safe Harbor VIII (relating to acquisitions in connection with a person’s performance of services) or Safe Harbor IX (relating to acquisitions by a retirement plan of an employer) of Treasury Regulations Section 1.355-7(d). For purposes of determining whether a transaction constitutes an indirect acquisition, any recapitalization resulting in a shift of voting power or any redemption of shares of stock shall be treated as an indirect acquisition of shares of stock by the non-exchanging shareholders. This definition and the application thereof is intended to monitor compliance with Section 355(e) of the Code and shall be interpreted accordingly. Any clarification of, or change in, the statute or Treasury Regulations promulgated under Section 355(e) of the Code shall be incorporated into this definition and its interpretation.

  • Infill development means new construction on a vacant commercial lot currently held as open space.

  • Target Business Acquisition Period means the period commencing from the effectiveness of the registration statement filed with the SEC in connection with the Company's IPO up to and including the first to occur of (i) a Business Combination; or (ii) the Termination Date.

  • Technology Transfer Agreement has the meaning given in Section 2.2(a).

  • Community Development Director means the Director of City’s Department of Community Development or his or her designee.

  • Hostile Acquisition means (a) the acquisition of the Equity Interests of a Person through a tender offer or similar solicitation of the owners of such Equity Interests which has not been approved (prior to such acquisition) by the board of directors (or any other applicable governing body) of such Person or by similar action if such Person is not a corporation and (b) any such acquisition as to which such approval has been withdrawn.

  • Unfriendly Acquisition any acquisition that has not, at the time of the first public announcement of an offer relating thereto, been approved by the board of directors (or other legally recognized governing body) of the Person to be acquired; except that with respect to any acquisition of a non-U.S. Person, an otherwise friendly acquisition shall not be deemed to be unfriendly if it is not customary in such jurisdiction to obtain such approval prior to the first public announcement of an offer relating to a friendly acquisition.

  • Planned unit development means a subdivision characterized by a unified site design, clustered residential units and/or commercial units, and areas of common open space.

  • Housing development as used in this section, means a development project for five or more residential units, including mixed-use developments. For the purposes of this section, “housing development” also includes a subdivision or common interest development, as defined in Section 4100 of the Civil Code, approved by a city, county, or city and county and consists of residential units or unimproved residential lots and either a project to substantially rehabilitate and convert an existing commercial building to residential use or the substantial rehabilitation of an existing multifamily dwelling, as defined in subdivision (d) of Section 65863.4, where the result of the rehabilitation would be a net increase in available residential units. For the purpose of calculating a density bonus, the residential units shall be on contiguous sites that are the subject of one development application, but do not have to be based upon individual subdivision maps or parcels. The density bonus shall be permitted in geographic areas of the housing development other than the areas where the units for the lower income households are located.

  • Planned development means a real property development other than a community apartment project, a condominium project, or a stock cooperative, having either or both of the following features:

  • Land acquisition means the taking of or alienation of land, buildings or other assets thereon for purposes of the Project.

  • Potential Co-Investment Transaction means any investment opportunity in which a Regulated Fund (or its Wholly-Owned Investment Sub) could not participate together with one or more Affiliated Funds and/or one or more other Regulated Funds without obtaining and relying on the Order.

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

  • Major development means an individual “development,” as well as multiple developments that individually or collectively result in: