Material Compliance Violation definition

Material Compliance Violation has the meaning given to it in clause 4.1.1(j);
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Material Compliance Violation means any criminal offense or material administrative offense (Ordnungswidrigkeit) relating to applicable healthcare Laws, including U.S. Federal Drug Administration regulations and comparable foreign Laws, or corruption, antibribery, money-laundering or cartel Laws by a member of a governing body or officer of QIAGEN or a subsidiary of QIAGEN, while any such Person was operating in their official capacity at or on behalf of QIAGEN or its subsidiaries, and shall be known to have occurred, if any such Material Compliance Violation
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Material Compliance Violation means any violation that by its nature could reasonably require voluntary disclosure to a Governmental Authority occurring as a result of any action or omission by any officer, director, manager, managing director, employee, agent or Contract Worker of the Company or any of its Affiliates in respect of any applicable Law (including Improper Payment Laws, the International Emergency Economic Powers Act, the Arms Export Control Act, the United Nations Participation Act, the Comprehensive Iran Sanctions, Accountability and Divestment Act, the Iran and Syria Nonproliferation Act, EAR, OFAC Regulations, other Trade Control Laws, Anti-Boycott Regulations, or Money Laundering Laws, including the criminal money laundering provisions set forth in Title 18 of the Code).
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Examples of Material Compliance Violation in a sentence

  • The Bidder shall publish, without undue delay (unverzüglich) and with reference to this Offer, the commencement of the procedure to determine whether a Target Material Ad hoc Obligatory Adverse Change, a Material Compliance Violation and/or a Breach of Certain Covenants has occurred during the Acceptance Period in the German Federal Gazette and on the internet at xxxx://xxx.xxxx-xxxxx.xxx.

  • The Bidder shall publish without undue delay and with reference to the Offer the commencement of the procedure to determine whether a Material Adverse Effect or a Material Compliance Violation has occurred during the Acceptance Period in the German Federal Gazette (Bundesanzeiger), The Wall Street Journal, on the Internet in German at http://corporate.thermofisher.com/en/offer.html?lang=de and on the Internet in English at http://corporate.thermofisher.com/en/offer.html with reference to the Offer.

  • The Independent Expert, after careful consideration pursuant to the standards of a diligent professional in the area of accounting and tax advice, will deliver an opinion in which it determines whether a Material Transaction, a Material Adverse Change, or a Material Compliance Violation has occurred.

  • A Material Compliance Violation shall only be deemed (for avoidance of doubt, conclusively and without further conditions) to have occurred if, on or before the day before the publication of the results of the Takeover Offer pursuant to Section 23 para.

  • Either Linde or Praxair may request that the Independent Expert undertake an evaluation of whether a Linde Material Adverse Effect, a Praxair Material Adverse Effect, a Linde Material Compliance Violation or a Praxair Material Compliance Violation has occurred with respect to the other party.

  • Thus we proceed to define a taxonomy of solutions that do not meet our optimality criteria, but easier to implement.

  • The Bidder shall publish without undue delay and with reference to the Offer the commencement of the procedure to determine whether a Material Adverse Effect or a Material Compliance Violation has occurred during the Acceptance Period in the German Federal Gazette (Bundesanzeiger), The Wall Street Journal and on the Internet at http://corporate.thermofisher.com/en/offer.html with reference to the Offer.

  • Vonovia will publish, without undue delay and with reference to the Takeover Offer, the commencement of the procedure to determine whether a Material Adverse Change (see section 11.1.6) or a Material Compliance Violation (see section 11.1.7) has occurred during the Acceptance Period, in the Federal Gazette (Bundesanzeiger) and on the internet (https://en.vonovia-st.de).

  • Whether a Material Adverse Change (section 11.1.6) or a Material Compliance Violation (section 11.1.7) have occurred will be determined by BDO AG Wirtschaftsprüfungsgesellschaft, Hamburg, Germany, as independent expert (“Independent Expert”).

Related to Material Compliance Violation

  • Material Compliance Matter has the same meaning as the term defined in Rule 38a-1, and includes any compliance matter that involves: (1) a violation of the federal securities laws by Distributor (or its officers, directors, employees, or agents); (2) a violation of Distributor's Rule 38a-1 policies and procedures; or (3) a weakness in the design or implementation of Distributor's Rule 38a-1 policies and procedures.

  • Environmental Violation means any activity, occurrence or condition that violates or results in non-compliance with any Environmental Law in any Material respect.

  • Serious violation means OCC has made a valid finding when assessing a serious complaint that alleges:

  • integrity violation means any act which violates the anticorruption policy including corrupt, fraudulent, coercive, or collusive practice, abuse, and obstructive practice;

  • Substantial compliance means a level of compliance with these rules where any deficiencies pose no greater risk to resident health or safety than the potential for causing minor harm.

  • Environmental Compliance Reserve means any reserve which the Agent establishes in its reasonable discretion after prior written notice to the Borrower from time to time for amounts that are reasonably likely to be expended by the Borrower in order for the Borrower and its operations and property (a) to comply with any notice from a Governmental Authority asserting material non-compliance with Environmental Laws, or (b) to correct any such material non-compliance identified in a report delivered to the Agent and the Lenders pursuant to Section 7.7.

  • Serious traffic violation means a conviction when operating a commercial motor vehicle of:

  • Covenant Compliance Event means, at any time, Availability is less than the greater of (i) ten percent (10%) of the Loan Cap and (ii) $15,000,000. The termination of a Covenant Compliance Event as provided herein shall in no way limit, waive or delay the occurrence of a subsequent Covenant Compliance Event in the event that the conditions set forth in this definition again arise.

  • Repeat violation means a violation of the same regulation in any location by the same person for which voluntary compliance previously has been sought within two years or a notice of civil violation has been issued

  • Labor compliance agreement means an agreement entered into between a contractor or subcontractor and an enforcement agency to address appropriate remedial measures, compliance assistance, steps to resolve issues to increase compliance with the labor laws, or other related matters.

  • Minor violation means a violation that is not the result of the purposeful, reckless or criminally negligent conduct of the alleged violator; and/or the activity or condition constituting the violation has not been the subject of an enforcement action by any authorized local, county or state enforcement agency against the violator within the immediately preceding 12 months for the same or substantially similar violation.

  • Technical violation means a noncriminal violation of the conditions of parole. This rule is intended to implement Iowa Code section 905.7.

  • Behavioral violation means a student’s behavior that violates the district’s discipline policies.

  • Non-Compliance means failure/refusal to comply the terms and conditions of the tender;

  • major non-compliance outcome notification means a notification received by a council under section 19N(3) or (4) of the Food Act 1984, or advice given to council by an authorized officer under that Act, of a deficiency that does not pose an immediate serious threat to public health but may do so if no remedial action is taken

  • Governmental Requirement means any law, statute, code, ordinance, order, determination, rule, regulation, judgment, decree, injunction, franchise, permit, certificate, license, rules of common law, authorization or other directive or requirement, whether now or hereinafter in effect, of any Governmental Authority.

  • Reportable Compliance Event means that any Covered Entity becomes a Sanctioned Person, or is charged by indictment, criminal complaint or similar charging instrument, arraigned, or custodially detained in connection with any Anti-Terrorism Law or any predicate crime to any Anti-Terrorism Law, or has knowledge of facts or circumstances to the effect that it is reasonably likely that any aspect of its operations is in actual or probable violation of any Anti-Terrorism Law.

  • Environmental Requirement means any Environmental Law, agreement or restriction, as the same now exists or may be changed or amended or come into effect in the future, which pertains to any Hazardous Material or the environment including ground or air or water or noise pollution or contamination, and underground or aboveground tanks.

  • Compliance Date means, in each case, the date by which compliance is required under the referenced provision of ARRA’s or HIPAA’s implementing regulations, as applicable.

  • Remedy a Violation means to bring the structure or other development into compliance with state and community floodplain management regulations, or, if this is not possible, to reduce the impacts of its noncompliance. Ways that impacts may be reduced include protecting the structure or other affected development from flood damages, implementing the enforcement provisions of the ordinance or otherwise deterring future similar violations, or reducing federal financial exposure with regard to the structure or other development.

  • Wildlife violation means any cited violation of a statute, law, regulation, ordinance, or administrative rule developed and enacted for the management of wildlife resources and the uses thereof.

  • Event of Noncompliance has the meaning set forth in the Certificate of Designation.

  • Covenant Compliance Worksheet means a fully completed worksheet in the form of Attachment A to Exhibit C.

  • SOX Compliant Entity means an entity that either is required to be compliant with, or voluntarily is compliant with, all of the following provisions of the Sarbanes-Oxley Act of 2002: (i) the preapproval requirements of Section 201 (Section 10A(i) of the Securities Exchange Act of 1934); (ii) the Audit committee independence requirements of Section 301 (Section 10A(m)(3) of the Securities Exchange Act of 1934); and (iii) the Internal control over financial reporting requirements of Section 404 (Item 308 of SEC Regulation S-K).

  • Repeat compliance period means any subsequent compliance period after the initial compliance period.

  • Material Company means, at any time: