Intervening Event Notice Period definition

Intervening Event Notice Period has the meaning set forth in Section 5.04(e).

Intervening Event Notice Period has the meaning specified in Section 8.02(d).

Intervening Event Notice Period. Section 5.3(g)(i)

Examples of Intervening Event Notice Period in a sentence

• If requested by the Company, Acquiror will, and will use its reasonable best efforts to cause its Representatives to, during the Intervening Event Notice Period, engage in good faith negotiations with the Company and its Representatives to make such adjustments in the terms and conditions of this Agreement so as to obviate the need for an Acquiror Change in Recommendation.

• If requested by the Company, Parent shall, and shall use its reasonable best efforts to cause its Representatives to, during the Intervening Event Notice Period, engage in good faith negotiations with the Company and its Representatives to make such adjustments in the terms and conditions of this Agreement so as to obviate the need for any withdrawal or modification of such Parent Board Recommendation.

• If requested by the Company, Parent will, and will use its reasonable best efforts to cause its Representatives to, during the Parent Intervening Event Notice Period, engage in good faith negotiations with the Company and its Representatives to make such adjustments in the terms and conditions of this Agreement so as to obviate the need for a Parent Change in Recommendation.

• Parent shall not have, within the Intervening Event Notice Period, proposed in writing to modify the terms and conditions of this Agreement in a manner that the Company Board has in good faith determined (after consultation with the Company’s outside legal counsel and financial advisors) would obviate the need for the Company Board to effect such Change of Board Recommendation.

• Altimar will use its reasonable best efforts to cause its Representatives to, during the Intervening Event Notice Period, engage in good faith negotiations with Fathom and its Representatives to make such adjustments in the terms and conditions of this Agreement so as to obviate the need for an Altimar Change in Recommendation.

More Definitions of Intervening Event Notice Period

Intervening Event Notice Period means five (5) Business Days (as modified, extended or continued in accordance with Section 6.02(d) or Section 7.02(d), as the case may be).

Intervening Event Notice Period. Section 5.3(f)(i) “Leased Real Property” Section 3.21(a)

Intervening Event Notice Period. Section 5.3(d)(ii) “ISRA” Section 3.4(b) “ISRA Compliance” Section 5.5(c) “IT Systems” Section 3.17(g) “Lease” Section 3.14(b) “LSRP” Section 5.5(c) “Maximum Premium” Section 5.9(c) “Merger” Recitals

Intervening Event Notice Period. Section 5.3(e)(i) “Leased Real Property” Section 3.21(a) “Material Intellectual Property” Section 3.17(b) “Merger” Recitals

Intervening Event Notice Period means five (5) Business Days (as modified, extended or continued in accordance with

Intervening Event Notice Period shall have elapsed since the applicable party has given written notice (which written notice shall not constitute a Company Adverse Recommendation Change or Buyer Adverse Recommendation Change, as applicable, for any purpose of this Agreement) to the other party advising that such party intends to take such action and describing in reasonable detail the facts and circumstances that is the basis for the proposed action (an “Intervening Event Notice”), (D) during such Intervening Event Notice Period, such party has considered and, if requested by the other party to this Agreement, engaged and caused its Representatives to engage in good faith discussions with such other party, regarding any adjustment or modification of the terms of this Agreement proposed by such other party in order to obviate the need to make such Company Adverse Recommendation Change or Buyer Adverse Recommendation Change, as applicable, and (E) the board of directors of Company or the board of directors of Buyer, as applicable, following such Intervening Event Notice Period, again concludes in good faith (after consultation with its outside legal counsel and its financial advisors, and taking into account any adjustment or modification of the terms of this Agreement proposed by the other party in response to the Intervening Event Notice or otherwise) that failure by the board of directors of Company or the board of directors of Buyer, as applicable, to effect a Company Adverse Recommendation Change or Buyer Adverse Recommendation Change, respectively, would be reasonably likely to result in a violation of its fiduciary duties under applicable Law.

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