Excluded Sale definition
Excluded Sale means, with respect to any Receivable, the initial Outstanding Balance of such Receivable to the extent that each of the following conditions are currently satisfied with respect thereto: (i) the invoice with respect to such Receivable was an Erroneous Invoice, (ii) the invoice with respect to such Receivable was cancelled and replaced with a Rebilled Invoice, (iii) the principal balance of the Rebilled Invoice is the same as the principal balance of the Erroneous Invoice, (iv) neither the Erroneous Invoice nor the Rebilled Invoice is with respect to any Excluded Receivable and (v) the Obligor of the Rebilled Invoice is the same Obligor of the Erroneous Invoice or an Affiliate thereof.
Excluded Sale means any sale (i) relating to or resulting from a foreclosure, or a deed in lieu of foreclosure; or (ii) a sale relating to a condemnation by a governmental authority.
Excluded Sale means any sale of Shares made, proposed or agreed by any Party and/or one or more of its Associates in connection with:
Examples of Excluded Sale in a sentence
If, during the ROFO Term, Tenant elects to market the Leasehold for sale, other than an Excluded Sale (defined below), then, prior to listing, marketing or selling the Leasehold, Tenant shall notify Landlord of the purchase price and any other terms which Tenant is willing to accept for the sale of the Leasehold, as determined in Tenant’s sole discretion (“Tenant’s Notice”).
Further, in the event there is an Excluded Sale related to a foreclosure or a transfer of a deed in lieu of foreclosure, then this Agreement shall automatically terminate and be of no further force and effect.
Notwithstanding the foregoing, CNH Global or any Restricted Subsidiary may enter into and consummate any Excluded Sale and Leaseback Transaction without complying with the foregoing provisions.
Additionally, if the restrictions specified in Section 3(b) are in effect, whenever a Management Holder makes a transfer of shares of Common Stock in a negotiated private transaction (i.e., other than an Excluded Sale), such shares of Common Stock shall contain a legend so as to inform any transferee that such shares of Common Stock were held originally by a Management Holder and are subject to repurchase pursuant to Section 6 below based on events relating to such Management Holder.
Notwithstanding anything herein to the contrary, -------------- Nidek shall not be obligated to perform any installation, maintenance or other services for any Products sold in the Territory through to an Excluded Sale.
More Definitions of Excluded Sale
Excluded Sale means a transaction:
Excluded Sale means any sale or sales of Products purchased hereunder which: (i) follows an Assignment by Buyer in violation of or not expressly permitted by Section 15 or any other violation of any obligation of Buyer under Section 15, (ii) is or includes a sale or sales (exclusive of any Products delivered by Buyer or any Buyer Authorized Designee to its customers in the Exclusive Territory, if any) of any New/Nearly New Products to any Prohibited Participant, (iii) is or includes a sale or sales (exclusive of any Products delivered by Buyer or any Buyer Authorized Designee to its customers in the Exclusive Territory, if any) of more than U.S.$25,000 (or the equivalent in any foreign currency) in any calendar year of New/Nearly New Products to any Seller appointed dealer (including Affiliates of such dealer) of Products or any other dealer (including Affiliates of such dealer) of automated lighting products, or (iv) is or includes a sale or sales (exclusive of any Products delivered by Buyer and each Buyer Authorized Designee to its customers in the Exclusive Territory, if any) of New/Nearly New Products to a customer who or which is not an Existing Rental Customer of Buyer, or to a permanent installation (such as a theater, museum, theme park, etc.) or other automated luminaire lighting project, permanent installation or job that, prior to such sale or sales, had not been Registered for Spec Credit. A lease which is not a "true lease" or which would be expected to be capitalized under United States generally accepted accounting principles will be considered a sale and not a lease for purposes of this definition. As used in this definition of "Excluded Sale", (i) "Existing Rental Customer of Buyer" means a customer (together with such customer's Affiliates) of Buyer or any Buyer Authorized Designee which had, in the preceding 104-week period, leased or rented automated luminaires from Buyer or any Buyer Authorized Designee for which such customer had paid Buyer or any Buyer Authorized Designee at least U.S.$25,000 and (ii) "Registered for Spec Credit" means the registration by Buyer in writing with Seller of a project, permanent installation or job for "specification credit" in accordance with and subject to the then established Seller specification credit procedures generally applicable to Seller's dealers of Products. By way of example, if Seller's specification credit procedures generally applicable to dealers of Products at the relevant time permits only the first...
Excluded Sale means (x) any negotiated sale of Purchase Agreement Shares in which the purchaser expressly agrees, in a written instrument expressly for the benefit of the Company, to abide by the limitations set forth in this Section 2.4 with respect to the Purchase Agreement Shares sold in such negotiated sale, it being further understood and agreed (for the avoidance of doubt) that any public sales of any such Purchase Agreement Shares by such purchaser (other than any Excluded Sale) shall be taken into account in determining whether sales by other Holders of Purchase Agreement Shares (subsequent to any such re-sales) are in compliance with this Section 2.4, or (y) any sale of any Purchase Agreement Shares in any tender, exchange or similar offer.
Excluded Sale shall have the meaning set forth in Section 2.5(b).
Excluded Sale means (x) sales of production in the ordinary course of business, (y) sales of items of equipment in the ordinary course of business which are obsolete or otherwise no longer useful for such Person’s operations, and (z) sales of assets in an amount, when added to the total amount of all sales of assets made by the Borrower and its Restricted Subsidiaries during the immediately preceding six month period pursuant to this clause (z) shall not exceed twenty (20%) percent of the assets of the Borrower and its Restricted Subsidiaries as of the first day of such six month period. “Net Asset Sale Proceeds” shall mean the cash payments (including any cash received by way of deferred payment pursuant to, or by monetization of, a note receivable or otherwise, but only as and when so received) received from such asset sale, net of any bona fide direct costs reasonably incurred in connection with such asset sale such as any reasonable brokerage fees, commissions and other similar expenses relating to such asset sale.
Excluded Sale means any Sale after February __, 2001 which is any of (i) a Public Sale, (ii) a Sale pursuant to Rule 144 under the Securities Act or (iii) a distribution by Capricorn of Common Shares to its investors.
Excluded Sale is amended to replace the number "$75,000,000" with the number "$50,000,000" and to replace the words ", the aggregate fair market value of which dispositions under (y) does not exceed $50,000,000" with the words "(other than Hitachi-Xxxxxx Chemical Products Inc.),".