Fundamental Issue definition

Fundamental Issue means any of the following matters: (i) adopting or amending the Company’s certificate of formation, business plans and budgets; (ii) making a capital call or request for additional contributions to the Company; (iii) entering into a consolidation, reorganization, merger or sale of substantially all of the assets of the Company or any other similar transaction; (iv) initiating or settling any litigation or arbitration proceeding involving the Company in excess of $150,000; (v) retain legal counsel, auditors, and other professionals in connection with the Company’s Business; (vi) any proposed material change in the Business or any amendment to the Underwriting Guidelines annexed hereto as Schedule 6.18; or (vii) any material and fundamental dispute between the Managers relating to the operation of the Business;
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Fundamental Issue has the meaning set out in Section 4.5;
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Fundamental Issue has the meaning as set out in Clause 10.3.
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Examples of Fundamental Issue in a sentence

  • Schwartz, The Hidden and Fundamental Issue of Employer Vicarious Liability, 69 S.

  • See e.g. James Anaya, “Indigenous Peoples’ Participatory Rights in Relation to Decisions about Natural Resource Extraction: The More Fundamental Issue of What Rights Indigenous Peoples have in Lands and Resources” (2005) 22:1 Ariz J Intl & Comp L 7.

  • Provided however that, if it relates to a Fundamental Issue, Investor Consent should have been obtained in the manner contained in Article 6 of Part B of these Articles.

  • It is required that the RAC’s use the Fundamental Issue Budget Template.

  • No matter relating to any Fundamental Issue will be tabled in the agenda of any Shareholders’ meeting under any heading other than the heading “Matter Pertaining to Fundamental Issues”.

  • Notwithstanding anything contained in Article 5 of Part B of these Articles, the minutes of the meetings of the Board, which are not attended by the Investor Directors and a decision on a Fundamental Issue is approved at such meeting, shall be conclusive evidence of any resolution passed at such meeting if such resolution is passed in accordance with the Investor Consent obtained for such Fundamental Issue.

  • For convenience, this approach is referred to below as the Fully Consolidated System.

  • If the above mentioned executives of the Members are unable to resolve such deadlocked Fundamental Issue within thirty (30) days following submission of the matter to them for resolution, and such Fundamental Issue has or will have a material adverse effect on the business of the Company, then the matter shall be submitted to arbitration in accordance with Section 13.2 of this Agreement.

  • Indigenous Peoples’ Participatory Rights in Relation to Decisions about Natural Resource Extraction: The More Fundamental Issue of What Rights Indigenous Peoples Have in Lands and Resources.

  • The General Manager shall enter into transactions on behalf of the Company except that the General Manager is not authorized to take any action on a Fundamental Issue unless the Board of Managers shall have approved such action pursuant to Section 5.4.2.


More Definitions of Fundamental Issue

Fundamental Issue has the meaning set forth in Section 5.06.
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Fundamental Issue has the meaning set forth in Section 5.1 of the Restated Shareholders Agreement.
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Fundamental Issue shall have the meaning set forth in Article 9.
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Fundamental Issue means any of the following matters: (i) amendment of the Articles of Incorporation or Bylaws of the Corporation; (ii) issuance of additional shares or other increase of the Shareholders’ equity in the Corporation; (iii) merger or consolidation of the Corporation with another entity; (iv) transactions by the Corporation with any Shareholder or any related party other than in the ordinary course of business; (v) redemption of stock; (vi) dissolution; (vii) transactions where the Corporation would borrow or expend funds of more than Five Hundred Thousand and 00/100 Dollars ($500,000.00); and (viii) sale of all or substantially all of the Corporation’s assets outside of the ordinary course of business.
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Fundamental Issue means decisions and actions which would have a material impact on the Partnership including, specifically, the following matters:
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Fundamental Issue has the meaning set forth in Section 7.02.
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Related to Fundamental Issue

  • Series A Original Issue Date means the date on which the first share of Series A Preferred Stock was issued.

  • Original Issue means an issue of Securities deposited pursuant to Section 2.1 or any Substitute Securities purchased to replace any Original Issue which have become Failed Securities.

  • Series C Original Issue Date means the date on which the first share of Series C Preferred Stock was issued.

  • Series D Original Issue Date means the date on which the first share of Series D Preferred Stock was issued.

  • Series B Original Issue Date means the date on which the first share of Series B Preferred Stock was issued.

  • Initial Issue Date means the date that shares of Series A Preferred Stock are first issued by the Corporation.

  • Series A Original Issue Price means with respect to the Series A Preferred Shares, an amount per share equal to US$0.73276 (subject to appropriate adjustment in the event of any share dividend, share split, combination or other similar recapitalization affecting the outstanding Series A Preferred Shares).

  • Last Original Issue Date means (A) with respect to any Notes issued pursuant to the Purchase Agreement (including any Notes issued pursuant to the exercise of the Shoe Option by the Initial Purchasers), and any Notes issued in exchange therefor or in substitution thereof, the later of (i) the Issue Date and (ii) the last date any Notes are originally issued pursuant to the exercise of the Shoe Option; and (B) with respect to any Notes issued pursuant to Section 2.03(B), and any Notes issued in exchange therefor or in substitution thereof, either (i) the later of (x) the date such Notes are originally issued and (y) the last date any Notes are originally issued as part of the same offering pursuant to the exercise of an option granted to the initial purchaser(s) of such Notes to purchase additional Notes; or (ii) such other date as is specified in an Officer’s Certificate delivered to the Trustee before the original issuance of such Notes.

  • Original Issue Date means the date of the first issuance of any shares of the Preferred Stock regardless of the number of transfers of any particular shares of Preferred Stock and regardless of the number of certificates which may be issued to evidence such Preferred Stock.

  • Initial Issuance Date means the Closing Date of the first Series of Notes issued to the Holders.

  • Original Issuance Date means the date of closing pursuant to the Investment Agreement.

  • Series A Warrants means, collectively, the Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which Warrants shall be exercisable immediately from the Closing Date and have a term of exercise equal to five (5) years, in the form of Exhibit A attached hereto.

  • Original Issue Price means $1.00 per share for the Series A Preferred Stock, $3.00 per share for the Series B Preferred Stock, $6.00 per share for the Series C Preferred Stock, $3.76 per share for the Series D Preferred Stock and $5.00 per share for the Series E Preferred Stock.

  • Series B Original Issue Price means with respect to the Series B Preferred Shares, an amount per share equal to US$1.43854 (subject to appropriate adjustment in the event of any share dividend, share split, combination or other similar recapitalization affecting the outstanding Series B Preferred Shares).

  • Exchange Debentures has the meaning set forth in Section 2(a) hereof.

  • Series C Warrants means, collectively, the Series C Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which Warrants shall vest and be exercisable ratably commencing on the exercise of the Series B Warrants held by the Purchaser (or its assigns) and have a term of exercise equal to 5 years from the date of issuance, in the form of Exhibit C attached hereto.

  • Initial Issue Price means the price (excluding any Preliminary Charge) per Share at which Shares are initially offered in a Fund during the Initial Offer Period as specified in the Supplement for the relevant Fund;

  • Convertible Debenture means the 6% convertible debenture dated July 1, 2008 and due July 1, 2011, in the amount of CAD$10,000,000 issued by Orezone to the Debentureholder;

  • Conversion Securities has the meaning set forth in Section 4.08(b).

  • Series Issue Date means the date of issuance of the Initial Tranche of a Series of ETP Securities, as specified in the relevant Final Terms.

  • Series A Securities means the Company's 10.01% Series A Junior Subordinated Deferrable Interest Debentures due March 15, 2027, as authenticated and issued under this Indenture.

  • Initial Notes has the meaning set forth in the recitals hereto.

  • Convertible Subordinated Notes means the Company's 7% Convertible Subordinated Notes issued pursuant to an indenture dated as of June 12, 1996, between the Company and The Chase Manhattan Bank (formerly known as Chemical Bank), as trustee.

  • Series B Warrants means, collectively, the Series B Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof and the other Series B Warrants contemplated under Section 2.1 to be issued concurrently at the Closing, which Series B Warrants shall be exercisable beginning immediately and have a term of exercise equal to five (5) years, in the form of Exhibit B-2 attached hereto.

  • Series B Debentures means the $200 million aggregate principal amount of 4.903% Series B senior unsecured debentures of the Trust due July 5, 2023.