Distracted Party definition

Distracted Party means a Party that conducts or participates in, advises, assists, or enables any of its Affiliates or any Third Party to conduct or participate in, any Distracting Program or enters into any Distracting Transaction.
Distracted Party has the meaning set forth in Section 3.6.2 (Acquisition of Distracting Product).
Distracted Party has the meaning set forth in Section 2.10.2.

Examples of Distracted Party in a sentence

  • The Distracted Party acknowledges that the Affected Party would not have entered into this Agreement absent the restrictions set forth in this Article IX (Distracting Products) and that a breach or threatened breach of this Article IX (Distracting Products) would be likely to result in irreparable harm to the Affected Party for which there is no adequate remedy at law.

  • The Distracted Party acknowledges the provisions of this Article IX (Distracting Products) are reasonable and necessary to protect the legitimate interests of the Affected Party and to encourage the free sharing of information between the Parties with respect to Products, and the Distracted Party agrees not to contest such limitations in any proceeding.

  • During the pendency of any potential Distracting Transaction, and until the provisions of either Section 9.3.1 (Divestiture) or Section 9.3.2 (Termination) are fully implemented, the Distracted Party will Segregate the Distracting Program from programs for the Products.

  • Any notice provided pursuant to this Section 9.3 (Distracting Transactions; Notice) shall include a notification as to whether the Distracted Party intends to Divest or terminate the Distracted Program.

  • If the Distracted Party elects to Divest the Distracting Program, then the Distracted Party will Segregate such Distracting Program from the Program and Divest such Distracting Program within [***] after delivery of the notice specified in Section 4.3 above.

  • If the Distracted Party elects to Divest a Distracting Program arising from the Distracting Transaction, then it will Divest such Distracting Program within [*].

  • The Distracted Party and its Affiliates will Segregate the Distracting Product prior to the time of Divestiture pursuant to clause (x), or the giving of notice pursuant to clause (y).

  • If the Distracted Party elects to terminate such Distracting Program, the Distracted Party will terminate all activities of such Distracting Program within [***] after delivery of the notice specified in Section 4.3 above, during which period the Distracted Party will Segregate such Distracting Program from the Program, personnel and activities.

  • Notwithstanding anything in this Article X, each Party and its Affiliates will have the right to [***], subject to this Section 10.2 (Allowed Activities), and provided, for clarity, that no intellectual property or other rights of the other Party are granted hereunder to the Distracted Party with respect to a Distracting Product.

  • For the avoidance of doubt, the Distracted Party shall Segregate the Distracting Program from the Program during the period prior to giving the other Party the notice described above in this Section 4.3. [ * ] = Confidential treatment of certain confidential information contained in this document, marked by brackets, is being sought pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.


More Definitions of Distracted Party

Distracted Party has the meaning set forth in Section 5.8.
Distracted Party means the Party involved in a Distracting Transaction.

Related to Distracted Party

  • Affected Parties means independent firms described in Article 2 that create a multiple employer workplace;

  • Problem means an unknown underlying cause of one or more Incidents. It becomes a Known Error when the root cause is known and a temporary workaround or permanent alternative has been identified.

  • Significant means in reference to a net emissions increase or the potential of a source to emit any of the following pollutants, a rate of emissions that would equal or exceed any of the following rates:

  • Protected Party means a Finance Party which is or will be subject to any liability, or required to make any payment, for or on account of Tax in relation to a sum received or receivable (or any sum deemed for the purposes of Tax to be received or receivable) under a Finance Document.

  • danger means any hazard or condition that could reasonably be expected to cause injury or illness to an employee or other persons exposed thereto before the hazard or condition can be corrected.

  • Restricted Parties has the meaning set forth in Section 6.15(a).

  • Protected Parties means the following Persons: (a) the Debtors; (b) Reorganized BSA; (c) the Related Non- Debtor Entities; (d) the Local Councils; (e) the Contributing Chartered Organizations; (f) the Settling Insurance Companies, including Hartford; and (g) all of such Persons’ Representatives; provided, however, that no Perpetrator is or shall be a Protected Party. Notwithstanding the foregoing, a Contributing Chartered Organization shall be a Protected Party with respect to Abuse Claims only as set forth in the definition of “Abuse Claim.”

  • Regulatory Problem means any set of facts or circumstance wherein it has been asserted by any governmental regulatory agency (or a Regulated Stockholder reasonably believes that there is a risk of such assertion) that such Regulated Stockholder is not entitled to acquire, own, hold or control, or exercise any significant right (including the right to vote) with respect to, any Equity Securities of the Company or any subsidiary of the Company.

  • Substantial means more than minor or trivial

  • Affected Persons means persons who, on account of an involuntary taking of land under the Project, had or would have their: (a) standard of living adversely affected; or (b) right, title or interest in any house, land (including premises, agricultural and grazing land) or any other fixed or movable asset acquired or possessed, temporarily or permanently; or (c) access to productive assets adversely affected, temporarily or permanently; or (d) business, occupation, work or place of residence or habitat adversely affected, temporarily or permanently; and “Affected Person” means any of the Affected Persons.

  • Connected Persons means, in each case, to the extent that they are involved in the Transaction are the Employer’s directors, shareholders, affiliate(s), officers, employees and advisers, agents and representatives;

  • Affected Party has the meaning specified in Section 5(b).

  • Serious means violations that either result in one or more neg- ative outcomes and significant actual harm to residents that does not constitute imminent danger, or there is a reasonable predictability of recurring actions, practices, situations, or incidents with potential for causing significant harm to a resident, or both.

  • Restricted Party means a person that is:

  • reasonable possibility means that there is a cause and effect relationship between the investigational product, study device and/or study procedure and the AE.

  • Party/Parties means Buyer and Seller individually/collectively.

  • Serious illness means an accident, injury, illness, disease, or physical or mental condition that: poses imminent danger of death; requires inpatient care in a hospital, hospice, or residential medical facility; or requires continuing in-home care under the direction of a physician or health care provider. Related current definitions are summarized in (f) below.

  • Senior Management Personnel means personnel of the company who are members of its core management team excluding Board of Directors. Normally, this would comprise all members of management one level below the executive directors, including all functional heads.

  • injured party means any person entitled to claim compensation in respect of any loss or injury caused by a vehicle;

  • Key Management Personnel means persons having authority and responsibility for planning, directing and controlling the activities of the Company, directly or indirectly, including any Director (whether executive or otherwise) of the Company;