Material Development definition

Material Development means a development that would have a material adverse effect upon the business, assets, financial condition or results of operations of the Company. In this context, a Material Development is not generally known to the public and is information that a reasonable investor would consider important in making a decision to purchase or sell Common Stock. In addition, the Company shall not exercise the Put Option during any period when (i) the Company’s shares of Common Stock are not listed on any U.S. national securities market or exchange, (ii) a stop order or suspension of trading shall have been imposed by the Securities and Exchange Commission (the “SEC”) or any other governmental body with respect to public trading in the Common Stock, (iii) a bankruptcy proceeding has been commenced against the Company and not dismissed within 90 days thereof or (iv) an Event of Termination (as defined in the Collaboration Agreement) caused by Icagen pursuant to Section 11.2(a) or 11.2(b) of the Collaboration Agreement has occurred and remains unremedied following notice by Pfizer to Icagen, prior to the applicable Put Exercise Date, of the existence of such Event of Termination.

Split View

AI-Powered Contracts

Draft, Review & Redline at the Speed of AI

Get StartedSchedule a Demo

Material Development means a development which could reasonably be expected to affect the Company, the Gulf Assets or the California Assets, of which Purchaser becomes aware; provided, however, Purchaser shall not be obligated to inform Seller (i) of any significant developments which are known within or affect the oil and gas industry generally, or (ii) if to do so could reasonably be expected to result in the violation by Purchaser of any federal or state law or confidentiality commitment to which Purchaser became a party prior to the date of this Agreement.

Material Development means any (A) opposition or other challenge by any other Person to the ownership or validity of any Licensed Mark or any registration or application for registration thereof; (B) notice relating to the abandonment or cancellation of any registration for the Licensed Mark; (C) notice or response relating to an Office Action involving the Licensed Mark; (D) notice that any application for a Licensed Mark has become registered; or (E) request for extension of time to file Statement of Use.

Examples of Material Development in a sentence

• In the event the Company shall exercise a Material Development Election during a period when a Registration Statement filed pursuant to Section 6(b) hereof is effective, the time period specified in Section 6(b) hereof during which such Registration Statement is required to be kept effective shall be extended by the number of days during which the Holders are prohibited by the Company from publicly selling or distributing their securities.

• Upon the effectiveness of this Agreement, the situation of Pledged Equity is set out below: Domestic Company’s Name: Dalian Tofa New Material Development Co., Ltd.

• The Company shall, as promptly as practicable, give the Holders written notice of any such Material Development Election.

• If the Holders have been required to refrain from disposing of their Registrable Securities as a result of a Material Development Election, the Company shall, as promptly as practicable following the determination that the Holders may recommence such sales, notify such Holders in writing of such determination (but in any event no later than the end of such 45-day period).

• In no event shall the restrictions under Subsection (a) or Subsection (b), pursuant to one or more Hold-Back Elections or Material Development Elections, remain in effect for more than ninety (90) days in the aggregate in any calendar year.

• In the event the Company shall exercise a Material Development Election during a period when a Registration Statement filed pursuant to Section 6.1 hereof is effective, the time period specified in Section 6.1 hereof during which such Registration Statement is required to be kept effective shall be extended by the number of days during which the Holders are prohibited by the Company from publicly selling or distributing their securities.

• Notwithstanding the foregoing provisions of this Section 6(o), in the event a Registration Statement is filed and subsequently withdrawn by reason of any existing or anticipated Material Development Condition as provided above, the Company shall use commercially reasonable efforts to cause a new Registration Statement covering the Registrable Securities to be filed with the SEC as soon as reasonably practicable, but no later than the expiration of ninety (90) days from the Delay Notice.

• Either Party may propose modifications to the Development Plan for Development of a Product, including clinical trial plans and time lines, and such proposed modifications shall be subject to review and approval by the JDC, provided that with respect to a Material Development Plan Amendment, a Party may propose such modifications directly to the JSC.

• Notwithstanding the foregoing but subject to the approval rights of the Members set forth in Section 5.03 as to Material Development Deviations, JG shall cause the Company to expend, the amounts required to complete Phase One subject to and in accordance with the provisions of this Agreement and the Phase One Pro Forma.

• In no event shall the restrictions under Section 7(a) or Section 7(b), pursuant to one or more Hold-Back Elections or Material Development Elections, remain in effect for more than seventy-five (75) days in the aggregate in any calendar year; provided that the restrictions under Section 7(b) pursuant to two or more Material Development Elections shall not remain in effect for more than forty-five (45) days in the aggregate in calendar year 1997.

More Definitions of Material Development

Material Development means a significant occurrence affecting the business and includes but is not limited to commencement of or taking steps to further or discontinuation of litigation or any other legal or arbitration proceedings involving AkzoNobel or the ANPG business, discussions or agreements affecting the conduct of the Metlac business, significant loss or gain of market share and changes in key staff;

Material Development mean (i) the termination of the Contract, (ii) expropriation of the Contract by the Government, or (iii) the outbreak of hostilities or war in the Republic of Guinea.