Material Shared Contract definition

Material Shared Contract has the meaning set forth in Section 2.6.
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Material Shared Contract means any Shared Contract that had an aggregate value of at least $1,000,000 based on payments made or received in calendar year 2021 or that is otherwise material to the operation of the Business.
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Material Shared Contract means any Shared Contract that involved the payment or receipt by Seller or its Affiliates for the benefit of the Business of at least $10,000,000 in the twelve (12) month period ended March 31, 2014.
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Examples of Material Shared Contract in a sentence

  • Since September 30, 2013, no Seller or any Conveyed Subsidiary (or Subsidiary thereof) has received notice of any intention by any party to any Material Contract, Material Shared Contract or Real Property Lease to terminate such Contract or amend the terms thereof, other than modifications in the ordinary course of business consistent with past practice that do not materially and adversely affect the Business or the Purchased Assets.

  • As of the date of this Agreement, to the Knowledge of Seller Parent, no event has occurred and is continuing through any action or inaction on the part of any Seller or any Conveyed Subsidiary (or Subsidiary thereof) that will result in a breach of, or default under, any such Material Contract, Material Shared Contract or Real Property Lease, except for such breaches or defaults that would not be materially adverse to the Business.

  • Schedule 5.19(c) sets forth a list of (i) each Shared Facility and (ii) each Material Shared Contract (and the subject matter thereof).

  • Each Material Assigned Contract is denoted with a * on Schedule 4.5(a) of the Sphinx Disclosure Letter and each Material Shared Contract is denoted with a ** on Schedule 4.5(a) of the Sphinx Disclosure Letter.

  • Tracheal sounds are recorded by microphone which is inserted into a support and stuck on the neck of subject like showed in Figure 9.i. All the materials are showed in Figure 9.ii: microphones (yellow), analog ampli-filtering card (red), the acquisition machine POWERLAB (green), the numeric development card NUCLEO (blue).

  • To the Knowledge of the Sellers, no event has occurred or fact or circumstance exists that, with or without the giving of notice, the lapse or time or both, would constitute a default by any party under a Material Shared Contract.

  • None of Parent or any Seller has received any notice of any actual or threatened termination, cancellation, modification or limitation of any Material Shared Contract.

  • Schedule 4.22(b) of the Seller Disclosure Letter sets forth a list of each Material Shared Contract and each Shared Facility and, with respect to each, as applicable, (i) the parties thereto (in the case of any Contract, including any lease), (ii) the ownership (or lessor, if applicable), location and use thereof (in the case of any Shared Facility), and (iii) the subject matter of any Material Shared Contract.

  • No Seller or any Conveyed Subsidiary (or Subsidiary thereof) is, nor is, to the Knowledge of Seller Parent, any other party thereto, in breach of, or default under, any such Material Contract, Material Shared Contract or Real Property Lease, except for such breaches or defaults that would not be materially adverse to the Business.

  • None of Parent or any of its Affiliates is in violation of or default under any Material Shared Contract, and, to the Knowledge of the Sellers, there is no existing or claimed violation or default by any other party to any Material Shared Contract.


More Definitions of Material Shared Contract

Material Shared Contract means any material contract or agreement, including maintenance and service agreements, joint venture agreements, purchase commitments for materials and other services, advertising and promotional agreements, non-disclosure and confidentiality agreements, personal property leases, real property leases, collective bargaining agreements (to the extent assignable) and other agreements, including all rights in respect of non-performance or breach thereof, that benefits or otherwise includes rights, interests and/or obligations relating to both (x) any Acquired Assets, Acquired Companies or the Business, on the one hand and (y) any Excluded Assets, PKI or any of this Affiliates (other than any Acquired Company) or any Retained Business, on the other hand (but excluding, for the avoidance of doubt, any Excluded Assets).
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Related to Material Shared Contract

  • Shared Contract shall have the meaning set forth in Section 2.8(a).

  • Shared Contracts has the meaning specified in Section 4.12(b).

  • Transferred Contracts has the meaning ascribed to it in Section 2.1(c).

  • Assigned Contract shall have the meaning set forth in Section 1.1(b).

  • Acquired Contracts has the meaning given in Section 2.1(a).

  • Assumed Contract has the meaning set forth in Section 2.1(b)(iv).

  • Acquired Company means any business, corporation or other entity acquired by the Company or any Subsidiary.

  • Covered contract means a DoD prime contract for an amount exceeding the simplified acquisition threshold, except for a fixed-price contract without cost incentives. The term also includes a subcontract for an amount exceeding the simplified acquisition threshold, except for a fixed-price subcontract without cost incentives under such a prime contract.

  • Company IP Contract means any Contract to which the Company is a party or by which the Company is bound, that contains any assignment or license of, or covenant not to assert or enforce, any Intellectual Property Right or that otherwise relates to any Company IP or any Intellectual Property developed by, with, or for the Company.

  • Parent Material Contract shall have the meaning set forth in Section 4.16(a).

  • Seller Affiliate means any Affiliate of Seller.

  • Company Subsidiary means any Subsidiary of the Company.

  • Insured contract means any written: a. leases of premises; b. easement agreements, except those concerning construction or demolition operations abutting railroad property; c. obligation to insure a municipality as required by law or ordinance, except in connection with work for the municipality; d. sidetrack agreements; or e. elevator maintenance agreements.

  • Group Member Agreement means the partnership agreement of any Group Member, other than the Partnership, that is a limited or general partnership, the limited liability company agreement of any Group Member that is a limited liability company, the certificate of incorporation and bylaws or similar organizational documents of any Group Member that is a corporation, the joint venture agreement or similar governing document of any Group Member that is a joint venture and the governing or organizational or similar documents of any other Group Member that is a Person other than a limited or general partnership, limited liability company, corporation or joint venture, as such may be amended, supplemented or restated from time to time.

  • Target Companies means the Company and its Subsidiaries.

  • Assigned Contracts has the meaning set forth in Section 2.01(c).

  • Target Company means each of the Company and its direct and indirect Subsidiaries.

  • Seller Group Member means (a) Seller and its Affiliates, (b) directors, officers and employees of Seller and its Affiliates and (c) the successors and assigns of the foregoing.

  • Material Contracts has the meaning set forth in Section 3.09(a).

  • Group contract means a contract for health care services which by its terms limits eligibility to members of a specified group. The group contract may include coverage for dependents.

  • Valid Third Party Entity In respect of any transaction, any third party that the Calculation Agent determines has a bona fide intent to enter into or consummate such transaction (it being understood and agreed that in determining whether such third party has such a bona fide intent, the Calculation Agent shall take into consideration the effect of the relevant announcement by such third party on the Shares and/or options relating to the Shares and, if such effect is material, may deem such third party to have a bona fide intent). Nationalization, Insolvency or Delisting: Cancellation and Payment (Calculation Agent Determination); provided that, in addition to the provisions of Section 12.6(a)(iii) of the Equity Definitions, it will also constitute a Delisting if the Exchange is located in the United States and the Shares are not immediately re-listed, re-traded or re-quoted on any of the New York Stock Exchange, The NASDAQ Global Select Market or The NASDAQ Global Market (or their respective successors); if the Shares are immediately re-listed, re-traded or re-quoted on any of the New York Stock Exchange, The NASDAQ Global Select Market or The NASDAQ Global Market (or their respective successors), such exchange or quotation system shall thereafter be deemed to be the Exchange. Additional Disruption Events: Change in Law: Applicable; provided that Section 12.9(a)(ii) of the Equity Definitions is hereby amended by (i) replacing the phrase “the interpretation” in the third line thereof with the phrase “, or public announcement of, the formal or informal interpretation,” (ii) replacing the word “Shares” with the phrase “Hedge Positions” in clause (X) thereof and (iii) inserting the parenthetical “(including, for the avoidance of doubt and without limitation, (x) any tax law or (y) adoption, effectiveness or promulgation of new regulations authorized or mandated by existing statute)” at the end of clause (A) thereof. Failure to Deliver: Applicable Hedging Disruption: Applicable; provided that:

  • Acquired Companies means, collectively, the Company and the Company Subsidiaries.

  • Transferred Entities means the entities set forth on Schedule 1.5.

  • Key Sub-Contract means each Sub-Contract with a Key Sub-Contractor;

  • Related Party Contract has the meaning set forth in Section 3.25.

  • Material Contract means any contract or other arrangement (other than Loan Documents), whether written or oral, to which any Credit Party is a party as to which the breach, nonperformance, cancellation or failure to renew by any party thereto could reasonably be expected to have a Material Adverse Effect.