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

  • Such arrangement may include subcontracting, sublicensing or subleasing to the applicable Purchaser or its designated Controlled Affiliate of any and all rights of Seller or its applicable Controlled Affiliate under the Business Portion of such Material Shared Contract to the extent not prohibited under such Material Shared Contract.

  • In April 2011, EPA and the Army Corps jointly proposed new guidance in an effort to clarify the geographic reach of federal regulation, in light of the law, the Court’s rulings, and science.

  • 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 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.


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 means contracts pursuant to which a non-affiliated third party provides material services, Intellectual Property, Software or benefits to Seller or one or more of its Affiliates (including the Acquired Companies) in respect of both the Business and any other business of Seller and its Affiliates (other than the Acquired Companies).

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

  • Assigned Contract has the meaning set forth in Section 1.5(a).

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

  • Assumed Contract means any Executory Contract or Unexpired Lease assumed by the Reorganized Debtors in accordance with Article V of the Plan.

  • 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 has the meaning set forth in Section 4.20(a).

  • Seller Affiliate means any Affiliate of Seller.

  • Company Subsidiary means any Subsidiary of the Company.

  • Insured Contract means any written:

  • 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 Target 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 1.9.

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

  • Related Party Contract means any relationship, transaction, or expenditure, contractual in nature, which results in or could result in an expenditure of state or federal funds by the Board with a Related Party. The term “Related Party Contract” does not include retail purchases made in the ordinary course of business or payments for utility services.

  • 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.