Material Proceedings definition

Material Proceedings means any litigation, investigation or other proceeding by or before any Governmental Authority (i) which involves any of the Credit Documents or any of the transactions contemplated hereby or thereby, or involves the Borrower or any of its Subsidiaries as a party or the property of Borrower or any of its Subsidiaries, and could reasonably be expected to have a Material Adverse Effect if adversely determined, (ii) in which there has been issued an injunction, writ, temporary restraining order or any other order of any nature which purports to restrain or enjoin the making of any requested Extension of Credit, the consummation of any other transaction contemplated by the Credit Documents, or the enforceability of any provision of any of the Credit Documents, (iii) which involves the actual or alleged breach or violation by the Borrower or any of its Subsidiaries of, or default by the Borrower or any of its Subsidiaries under, any Material Agreement or (iv) which involves the actual or alleged violation by the Borrower or any of its Subsidiaries of any applicable law.
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Material Proceedings has the meaning given in paragraph 18.3 of Schedule 2;
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Material Proceedings has the meaning given in paragraph 15.1 of Schedule 3; “Material Properties” means all those properties in the International Property Register in the Data Room at 4.01.01 where the annual rent and additional costs combined exceed GBP 200,000 per annum; “Ministry of Justice” means the Secretary of State for Justice acting as part of the Crown, of 000 Xxxxx Xxxxxx, SW1H 9AJ; “NCS Agreements” means: (i) the Framework Agreement for the Provision of National Citizen Service dated 24 July 2014 between NCS Trust CIC and Ingeus UK Limited; and (ii) Call-off Terms and Conditions for contract for provision of National Citizen Service in EA2, EM2 and NW1 between NCS Trust CIC and Ingeus UK Limited, dated 3 February 2015; “NDPP Agreements” means the Framework Agreement relating to the NHS Diabetes Prevention Programme dated 1 April 2016 between the National Health Service Commissioning Board and Ingeus UK Limited and the Call-Off Contracts for (i) Leeds dated 2 June 2016, (ii) East Midlands dated 2 June 2016, (iii) South East Strategic Clinical Network, (iv) Xxxxxx Xxxxx, Bedfordshire and Luton, (v) Buckinghamshire, Oxford and Berkshire West, (vi) Hampshire and Isle of Wight, (vii) Bradford, (viii) Shropshire, (ix) Durham, (x) Darlington, (xi) Teesside, (xii) Xxxxxxxxx, (xiii) Richmondshire and Whitby, (xiv) Staffordshire, (xv) Northumberland Tyne & Wear, and (xvi) North Durham between the National Health Service Commissioning Board and Ingeus UK Limited; “Non-Breaching Party” has the meaning given in clause 5.5; “Non-Title Warranties” means the Warranties, except for the Title Warranties; “Notifications” has the meaning given in clause 4.3; “Overprovision” has the meaning given in the Tax Schedule; “Pension Schemes” means: (i) each of the pension/ retirement benefit plans in respect of the Employees as set out in 11
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Examples of Material Proceedings in a sentence

  • There are no Material Proceedings pending or, to the best knowledge of Borrower, threatened.

  • There are no Material Proceedings pending or, to the best knowledge of Borrower, threatened, against any Covered Person.

  • There shall be no pending Material Proceedings other than as disclosed in Section 12.8 of the Disclosure Schedule.

  • As of the Execution Date, there are no Material Proceedings pending or, to the best knowledge of Borrower, threatened.

  • No Material Proceedings are pending or, to the best knowledge of Borrower, threatened, against Borrower or any Covered Person.

  • The point of the passage is to counter the view that our mind thinks constantly even though we may not always perceive it: If they say, The Man thinks always, but is not always conscious of it; they may as well say, His body is extended, without having parts.

  • No Target Entity or Seller Group Member is as at the date of this agreement a party to any investigation, prosecution, arbitration or litigation that will, or would reasonably be likely to, have a Material Adverse Effect on Stayz Group (Material Proceedings).

  • However, in other capacity-building areas, trends were less clear.

  • There are no disputes or threatened disputes that will, or would reasonably be likely to, give rise to any Material Proceedings against a Target Entity.

  • There are no Material Proceedings pending or, to the best knowledge of Borrower, threatened, against any Covered Person, except as set forth in Section 12.8 of the Disclosure Schedule.


More Definitions of Material Proceedings

Material Proceedings means any litigation, investigation or other proceeding by or before any Governmental Authority (i) which involves any of the Operative Agreements or any of the transactions contemplated thereby, or involves any Credit Party or any of their respective Subsidiaries as a party or the property of any Credit Party or any of their respective Subsidiaries, and could reasonably be expected to have a Material Adverse Effect if adversely determined, (ii) in which there has been issued an injunction, writ, temporary restraining order or any other order of any nature which purports to restrain or enjoin the making of any requested Advance, the consummation of any other transaction contemplated by the Operative Agreements, or the enforceability of any provision of any of the Operative Agreements, (iii) which involves the actual or alleged breach or violation by any Credit Party or any of their respective Subsidiaries of, or default by any Credit Party or any of their respective Subsidiaries under, any Material Agreement or (iv) which involves the actual or alleged violation by any Credit Party or any of their respective Subsidiaries of any Material Law.
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Material Proceedings means any Proceedings which, if successful, are reasonably likely to result in losses which are material to the Company;
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Related to Material Proceedings

  • Formal proceedings means proceedings conducted before a judge with notice to interested persons.

  • Informal proceedings means proceedings for probate of a will or appointment of a personal representative conducted by the probate register without notice to interested persons.

  • criminal proceedings means criminal proceedings in relation to which the strict rules of evidence apply;

  • Environmental Proceedings means any judicial or administrative proceedings arising from or in any way associated with any Environmental Requirement.

  • CCAA Proceedings means the proceedings commenced by the Applicant under the CCAA as contemplated by the Initial Order;

  • Proceedings means any action, suit, proceeding (whether administrative, judicial or otherwise), governmental investigation or arbitration.

  • winding-up proceedings means collective proceedings involving realisation of the assets and distribution of the proceeds among the creditors, shareholders or members as appropriate, which involve any intervention by administrative or judicial authorities, including where the collective proceedings are terminated by a composition or other analogous measure, whether or not they are founded on insolvency or are voluntary or compulsory;

  • Legal Proceedings means any actions, suits, investigations, proceedings, judgments, rulings or orders by or before any Authorized Authority;

  • relevant proceedings means proceedings for contempt of court or proceedings under Schedule 2 to the Anti-social Behaviour, Crime and Policing Act 2014;

  • civil proceedings means any proceedings in or before any court or tribunal that are not criminal proceedings;

  • Legal Action means and includes any claim, counterclaim, demand, action, suit, counterclaim, arbitration, inquiry, proceeding or investigation before any

  • Material Litigation means any litigation that, according to

  • Criminal proceeding means a proceeding instituted by means of the swearing of an information, the laying of a charge or the return of an indictment, before a Court of competent jurisdiction in Canada with jurisdiction to hear and determine the charges referred to therein, alleging or charging that the "Insured" has contravened the provisions of any Provincial or Federal statute, including the Criminal Code, R.S.C. 1985 ch. C-46 as amended, which creates an offence or crime and which provides for conviction thereunder, whether by way of summary conviction or indictment, and as a result of which the "Insured" is liable to be convicted, fined or sentenced to some form of imprisonment or other punishment.

  • Bond proceedings means, collectively, this Resolution, the Certificate of Award, the Continuing Disclosure Agreement, the Registrar Agreement, the Purchase Agreement, and such other proceedings of the Board, including the Bonds, that provide collectively for, among other things, the rights of holders and beneficial owners of the Bonds.

  • Bankruptcy Proceedings has the meaning set forth in clause (b) of paragraph 9 hereof.

  • Material Property means all Real Property owned in fee in the United States by any Credit Party, in each case, with a fair market value of $7,425,000 (as determined by the Borrower in good faith) or more, as determined (i) with respect to any Real Property owned by any Credit Party on the Closing Date, as of the Closing Date, and (ii) with respect to any Real Property acquired by a Credit Party after the Closing Date, as of the date of such acquisition.

  • Material Project means the construction or expansion of any capital project of the Borrower or any of its Subsidiaries, the aggregate capital cost of which exceeds $50,000,000.

  • Environmental Claims means all claims, however asserted, by any Governmental Authority or other Person alleging potential liability or responsibility for violation of any Environmental Law, or for release or injury to the environment.

  • Material Properties means (a) those Mortgaged Properties designated on Schedule 3.12 as Material Properties and (b) each other Mortgaged Property with respect to which a Mortgage is granted pursuant to Section 5.11 after the Restatement Effective Date.

  • Threatened litigation as used herein shall include governmental investigations and civil investigative demands. “Litigation” as used herein shall include administrative enforcement actions brought by governmental agencies. The Grantee must also disclose any material litigation threatened or pending involving Subcontractors, consultants, and/or lobbyists. For purposes of this section, “material” refers, but is not limited, to any action or pending action that a reasonable person knowledgeable in the applicable industry would consider relevant to the Work under the Grant Agreement or any development such a person would want to be aware of in order to stay fully apprised of the total mix of information relevant to the Work, together with any litigation threatened or pending that may result in a substantial change in the Xxxxxxx’s financial condition.

  • Litigation means any lawsuit, action, arbitration, administrative or other proceeding, criminal prosecution or governmental investigation or inquiry.

  • Material Permit shall have the meaning ascribed to such term in Section 3.1(n).

  • Official proceeding means any proceeding before a legislative, judicial, administrative, or other governmental agency or official authorized to take evidence under oath and includes any proceeding before a referee, hearing examiner, commissioner, notary, or other person taking testimony or a deposition in connection with an official proceeding.

  • Knowledge of the Buyer means, as to a particular matter, the actual knowledge, after reasonable inquiry, of the following persons at the Buyer: Xxxxx Xxxx, Xxxxx Xxxxxxx, Xxxxx Xxxxxxx, Xxxxxx Xxxxx, X.X. Xxxxxxx, and Xxxx Xxxxx.

  • Insolvency Proceedings means, with respect to any Person, any case or proceeding with respect to such Person under U.S. federal bankruptcy laws or any other state, federal or foreign bankruptcy, insolvency, reorganization, liquidation, receivership or other similar laws, or the appointment, whether at common law, in equity or otherwise, of any trustee, custodian, receiver, liquidator or the like for all or any material portion of the property of such Person.

  • Knowledge of the Company means the actual knowledge after reasonable inquiry of one or more of Lxxx XxXxx, Jxxxxx Xxxxxx, Cxxxxxxxxxx Xxxxx, Wxxxx Xxxxxxxxx, Gxxxx Xxxxx, Jxxx Xxxxxxx, Sxxx Rxxxxxxx or Axxx Xxxxx.