NYSE Waiver definition

NYSE Waiver means a written waiver from the NYSE of (i) the shareholder approval requirements of Section 312.03 of the NYSE Listed Company Manual with respect to the issuance and sale of the Senior Preferred Stock pursuant to this Agreement and (ii) any other NYSE rule (including without limitation, any listing standard that may be applicable with respect to the Common Stock) that may apply to the issuance of the Senior Preferred Stock (or the terms thereof).
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Examples of NYSE Waiver in a sentence

  • The NYSE Waiver shall have been obtained and the terms thereof complied with, or in the event that the Shareholder Meeting is held prior to the Initial Closing Date, the Shareholder Approval shall have been obtained.

  • The Company shall as promptly as practicable prepare and submit to the NYSE an application seeking the NYSE Waiver, which application has been approved by the Board of Directors or the Audit Committee of the Board of Directors.

  • The Company shall comply with Section 312.03 of the NYSE Listed Company Manual and all other NYSE rules and regulations with respect to the NYSE Waiver, pursuant to which the Company shall mail to all stockholders not later than ten (10) days before the Initial Closing Date a letter alerting the stockholders to the Company's omission to seek Shareholder Approval and that the Audit Committee of the Board of Directors has expressly approved the NYSE Waiver.

  • The NYSE Waiver shall have been obtained and the terms thereof complied with or, in the event that the Shareholder Meeting is held prior to the Initial Closing Date, the Shareholder Approval shall have been obtained.

  • NYSE Waiver; Stockholder Approval........................45 Section 5.1.11.

Related to NYSE Waiver

  • ESG Amendment has the meaning specified in Section 2.18.

  • Notice of Extension/Conversion means the written notice of extension or conversion in substantially the form of Schedule 3.2, as required by Section 3.2.

  • L/C Amendment Application means an application form for amendment of outstanding Letters of Credit as shall at any time be in use at the Issuing Bank, as the Issuing Bank shall request.

  • Continuing Disclosure Certificate means that certain Continuing Disclosure Certificate executed by the District and dated the date of issuance and delivery of the Bonds, as originally executed and as it may be amended from time to time in accordance with the terms thereof.

  • Continuation/Conversion Notice means a notice of continuation or conversion and certificate duly executed by an Authorized Officer of the Borrower, substantially in the form of Exhibit C hereto.

  • Conversion Agreement shall have the meaning set forth in the Recitals.

  • Consent Solicitation Statement means the consent solicitation statement included as part of the Registration Statement with respect to the solicitation by the Company of the Company Stockholder Approval.

  • Order Amendment means Our Authorised Order Amendment or series of Order Amendments, each Order Amendment having precedence over any earlier Order Amendment.

  • Continuing Disclosure Undertaking means the Continuing Disclosure Undertaking of the Issuer, in substantially the form attached hereto as Exhibit 1, dated the Closing Date, for the purpose of providing continuing disclosure information under Rule 15c2-12 adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as may be amended from time to time.

  • Additional Disclosure Notification The form of notification to be included with any Additional Form 10-D Disclosure, Additional Form 10-K Disclosure or Form 8-K Disclosure Information which is attached to this Agreement as Exhibit W.

  • Solicitation Amendment means a written document that is authorized by the Procurement Officer and issued for the purpose of making changes to the Solicitation.

  • bond waiver means an agreement with a developer for the provision of a form of financial security as a substitute for a bond; "calendar year" means the twelve months ending with 31st December;

  • Issuance Advice Letter means the Issuance Advice Letter filed with the CPUC pursuant to the Wildfire Financing Law and the Financing Order with respect to the Recovery Bonds.

  • Pledge Amendment shall have the meaning assigned to such term in Section 5.1 hereof.

  • Major Amendment means any change which is not a minor amendment.

  • Qualifying Amendment means an amendment or supplement to the Proxy Statement (including by incorporation by reference) to the extent it contains (i) a Change in the Company Recommendation, (ii) a statement of the reasons of the Board of Directors of the Company for making such Change in the Company Recommendation and (iii) additional information reasonably related to the foregoing.

  • Landlord Waiver means a letter in form and substance reasonably acceptable to the Administrative Agent and executed by a landlord in respect of Inventory of a Loan Party located at any leased premises of a Loan Party pursuant to which such landlord, among other things, waives or subordinates on terms and conditions reasonably acceptable to the Administrative Agent any Lien such landlord may have in respect of such Inventory.

  • Consent Solicitation has the meaning set forth in Section 6.15(b).

  • Notice of Conversion/Continuation shall have the meaning provided in Section 2.06.

  • Conversion Plan shall have the meaning given to such term in Section 2.05 of this Agreement.

  • Continuation/Conversion Date means the date on which a Loan is converted into or continued as a LIBOR Rate Loan.

  • Certificate of Determination means the Certificate of Determination or comparable instrument relating to the Designated Preferred Stock, of which these Standard Provisions form a part, as it may be amended from time to time.

  • Series B Certificate of Designations means the certificate of designations establishing the terms of the Series B Preferred Stock.

  • Charter Amendment means the Certificate of Amendment to the Certificate of Incorporation, in the form attached hereto as Exhibit D.

  • Certificate of Amendment means the Certificate of Amendment of the Company, the form of which is attached as Exhibit A.

  • Exchange Agent Agreement has the meaning set forth in Section 2.5(a).