Open Issues definition

Open Issues the meaning ascribed in Section 3.2(e).
Open Issues means Purchaser’s receipt, review and approval of: (i) those certain Restrictive Covenants set forth in Book 3318, Page 529 and Book 3346, Page 337 in the Mecklenburg County Registry (the “Registry”); (ii) the Special Warranty Deed and Assignment of Leases and Leasehold Estates set forth in Book 4076, Page 797, Book 4076, Page 776 and Book 4075, Page 786 in the Registry, and (iii) that certain Footing Encroachment Easement set forth in Book 3761, Page 834 of the Registry. If Purchaser has not delivered New Assignor written notice (the “Satisfaction Notice”) of Purchaser’s full satisfaction with respect to the Open Issues by 7 P.M. (EDT) on September 21, 2006 (the “Cut-off Time”), the Agreement shall immediately terminate. To the extent Purchaser has delivered the Satisfaction Notice prior to the Cut-off Time, Purchaser shall deposit the Additional Assignment Deposit with Escrow Agent on or prior to 4 PM (EDT) on September 22, 2006. Notwithstanding Section 7.6 of the Agreement to the contrary, Purchaser shall have until 7 PM (EDT) to deliver the Satisfaction Notice by facsimile.
Open Issues as defined in Section 10.15.

Examples of Open Issues in a sentence

  • Both parties agree to periodically review the appropriateness of the frequency of the Open Issues Report and Operations Call.

  • Motricity shall provide a weekly Open Issues Report, to be reviewed jointly with AT&T during the weekly Operations Call.

  • Infospace shall provide a weekly Open Issues Report, to be reviewed jointly with Cingular during the weekly Operations Call.

  • Substantially contemporaneous with the termination of the Services Agreement and entry into the Certain Open Issues Agreement, on April 13, 2006, GECC exercised its right to expand the Board to nine managers and appoint an additional GECC representative to fill the additional seat.(7) Since the spring of 2006, GE SeaCo has been operated as a stand-alone company, GECC-designated members comprising the majority of the Board.

  • Moreover, SHLD expressly: (a) represents and warrants that it is not aware of any facts giving rise to any actual or potential claim or cause of action (other than the Open Issues) arising from the Released Claims against any of the SHO Releasees that would not be released as a result of this Agreement; and (b) covenants not to assert in the future any claim or cause of action arising from the Released Claims against any of the SHO Releasees.

  • During any Negotiation Period, (x) neither Sellers nor Buyer shall exercise any right it may have to terminate this Agreement under Article IX with the respect to the Open Issues which are the subject of that Negotiation Period and (y) neither Sellers nor Buyer shall be obligated to proceed with the Closing.

  • The Shareholders shall set-aside from the Merger Consideration for the benefit of FiberChem and Pandel Mergerco such number of shares of FiberChem Common Stock for such periods to be mutually negotiated specifically based upon FiberChem determining during its due diligence prior to the Closing that there are open issues for which an escrow needs to be created (the "Open Issues"; such shares so set aside being called the "Open Issues Escrow Shares").

  • The Parties undertake to procure that the Accountant shall then finally resolve the Open Issues by way of a binding advice ("bindend advies") in accordance with this Agreement and that the Accountant shall notify the Parties of his decision, inter alia certifying the amounts of the Net Working Capital and the Net Outstanding Indebtedness which he has established, as promptly as possible and in any event no later than eight weeks after his appointment.

  • Subject to Section 11.01, SELLER and BUYER agree that they will use their commercially reasonable efforts to negotiate with each other to resolve the Open Issues and to finalize the Open Agreements on or before September 1, 2000.

  • The failure of either the Seller or the Purchaser to timely submit to the Accountant a written statement of its position or to otherwise fail to respond to any request of the Accountant for information shall not preclude or delay the Accountant's determination of the Open Issues on the basis of the information which will have been submitted.


More Definitions of Open Issues

Open Issues has the meaning set forth in Section 2.07 of the Master Sale Agreement.
Open Issues has the meaning set out in Section 2 of Schedule 4 (Establishment of the Aegon Annual Report on Form 20-F 2022 | 577 About Aegon Governance and risk management Financial information Non-financial information
Open Issues has the meaning given in Clause ‎3.1.3;
Open Issues means such Pre-Closing Environmental Liabilities for the Traunreut, Germany; Vienna, Austria and Maribor, Slovenia properties, imposed upon Siemens Aktiengesellschaft ("Siemens") as set forth in Section 8.2.5 and Exhibit 8.2.5 to the September 10, 1997 Agreement between Siemens and Sesvenna Fuenfzehnte Verwaltungsgesellschaft mbH, Sesvenna Sechzehnte Verwaltungsgesellschaft mbH and U.S. Industries, Inc. (the "1997 Siemens Agreement"). A copy of Exhibit 8.2.5 to the 1997 Siemens Agreement is attached hereto in Exhibit 8.1.1.
Open Issues. Has the meaning ascribed to it in Article 3.4; “Party” Means any Party in this Agreement;

Related to Open Issues

  • Year 2000 Issues means anticipated costs, problems and uncertainties associated with the inability of certain computer applications to effectively handle data including dates on and after January 1, 2000, as such inability affects the business, operations and financial condition of the Borrower and its Subsidiaries and of the Borrower's and its Subsidiaries' material customers, suppliers and vendors.

  • Development Application means the development application identified in Item 5 of Schedule 1 and includes all plans, reports models, photomontages, material boards (as amended supplemented) submitted to the consent authority before the determination of that Development Application.

  • Regulatory Bodies means those government departments and regulatory, statutory and other entities, committees, ombudsmen and bodies which, whether under statute, rules, regulations, codes of practice or otherwise, are entitled to regulate, investigate, or influence the matters dealt with in the Contract or any other affairs of the Authority and “Regulatory Body” shall be construed accordingly.

  • Level IV Pricing applies on any day on which (i) the Borrower’s long-term debt is rated BBB+ or higher by S&P or Baa1 or higher by Moody’s and (ii) none of Level I Pricing, Level II Pricing or Level III Pricing applies.

  • Regulatory Body means those government departments and regulatory, statutory and other entities, committees, ombudsmen and bodies which, whether under statute, rules, regulations, codes of practice or otherwise, are entitled to regulate or investigate the matters dealt with in this Agreement or any other affairs of the Provider or the Department, including, without limitation Ofsted, the European Commission and the European Court of Auditors;

  • General Rule Maturities means those Maturities of the Bonds listed in Schedule A hereto as the “General Rule Maturities.”

  • Markets means the stock exchanges and regulated markets set out in Appendix I;

  • Open Positions means aggregate risk disclosure, arising from buy or sell of financial instruments in accordance with Client instructions pending for subsequent counter-transaction to close/settle such market trades/disclosures.

  • Multi-Exchange Index , if applicable, means each Reference Item specified under the heading "Underlying" in the Product Terms to be a Multi-Exchange Index.

  • Regulatory Costs means the out-of-pocket costs and expenses incurred by a Party or its Affiliates in connection with the preparation, obtaining or maintaining of Regulatory Documentation and Regulatory Approvals for the Product, including any filing fees that are consistent, if applicable, with the Development Plan.

  • Regulatory Event means, following the occurrence of a Change in Law (as defined below) with respect to the Issuer and/or Société Générale as Guarantor or in any other capacity (including without limitation as hedging counterparty of the Issuer, market maker of the Certificates or direct or indirect shareholder or sponsor of the Issuer) or any of its affiliates involved in the issuer of the Certificates (hereafter the “Relevant Affiliates” and each of the Issuer, Société Générale and the Relevant Affiliates, a “Relevant Entity”) that, after the Certificates have been issued, (i) any Relevant Entity would incur a materially increased (as compared with circumstances existing prior to such event) amount of tax, duty, liability, penalty, expense, fee, cost or regulatory capital charge however defined or collateral requirements for performing its obligations under the Certificates or hedging the Issuer’s obligations under the Certificates, including, without limitation, due to clearing requirements of, or the absence of, clearing of the transactions entered into in connection with the issue of, or hedging the Issuer’s obligation under, the Certificates, (ii) it is or will become for any Relevant Entity impracticable, impossible (in each case, after using commercially reasonable efforts), unlawful, illegal or otherwise prohibited or contrary, in whole or in part, under any law, regulation, rule, judgement, order or directive of any governmental, administrative or judicial authority, or power, applicable to such Relevant Entity (a) to hold, acquire, issue, reissue, substitute, maintain, settle, or as the case may be, guarantee, the Certificates, (b) to acquire, hold, sponsor or dispose of any asset(s) (or any interest thereof) of any other transaction(s) such Relevant Entity may use in connection with the issue of the Certificates or to hedge the Issuer’s obligations under the Certificates,(c) to perform obligations in connection with, the Certificates or any contractual arrangement entered into between the Issuer and Société Générale or any Relevant Affiliate (including without limitation to hedge the Issuer’s obligations under the Certificates) or (d) to hold, acquire, maintain, increase, substitute or redeem all or a substantial part of its direct or indirect shareholding in the Issuer’s capital or the capital of any Relevant Affiliate or to directly or indirectly sponsor the Issuer or any Relevant Affiliate, or (iii) there is or may be a material adverse effect on a Relevant Entity in connection with the issue of the Certificates.

  • Market Stand-Off" Agreement..................................... 10

  • European Community means the territory comprised by the Member States of the European Community as constituted from time to time;