Other Matters means matters other than the election of directors that is presented for a vote of, or approval by written consent by, stockholders of the Company.
Other Matters. Any Dispute or portion thereof, or any claim for a particular form of relief (not otherwise precluded by any other provision of this Agreement), that may not be arbitrated pursuant to applicable state or federal law may be heard only in a court of competent jurisdiction in Los Angeles County.
Other Matters means the contracts and matters that are listed on the attached Schedule 7.2(b)(iv)-3.
Examples of Other Matters in a sentence
The Borrower shall not have changed its jurisdiction of incorporation or organization, as applicable, or been a party to any merger or consolidation or succeeded to all or any substantial part of the liabilities of any other entity, at any time following the date of the most recent financial statements delivered pursuant to Section 5.04(a) (Information Regarding Collateral and Other Matters) of the Credit Agreement.
Appeal Mechanism for Misconduct, Underperformance and Other Matters Objective and Application This section sets out an appeal mechanism for an employee where the employee (referred to in this section as “the appellant”) is not satisfied with the outcome of decisions described in the following clause.
The terms and provisions of Section 12.4 (Litigation; Jurisdiction; Other Matters; Waivers), Section 12.11 (Severability of Provisions), Section 12.13 (Counterparts; Electronic Execution), Section 12.18 (Construction), and Section 12.19 (Headings) of the Credit Agreement are hereby incorporated herein by reference as if fully set forth herein, mutatis mutandis.
More Definitions of Other Matters
Other Matters. Means of soliciting proxiesThis proxy solicitation will be conducted by the mailing of this proxy statement and an accompanying proxy card beginning on or about June 7, 2018.
Other Matters. Number of additional pages attached: 1 NAMES, ADDRESSES AND SIGNATURES OF INCORPORATORS: Xxxxx Xxxxxxx 0000 Xxxxxx, #0 Xxxxxxx, XX 00000 /s/Xxxxx Xxxxxxx NOTARY: This instrument was acknowledged before me on 1/4/00 by Xxxxx Xxxxxxx as Incorporator of S.D.E. Holdings 3 Inc. /S/Xxxx Xxxxxxxxx ----------------------- Notary Public Signature My Commission expires: June 3, 2003 CERTIFICATE OF ACCEPTANCE OF APPOINTMENT OF RESIDENT AGENT: I, Xxxx Xxxxxxx hereby accept appointment of Resident Agent for the above named corporation. /S/Xxxx Xxxxxxx 1/4/00 -------------------------- -------- Signature of Resident Agent Date ARTICLES OF INCORPORATION
Other Matters. If the Client wants the Producer to report to the Client about the Program’s production, the parties need to add another sub-clause to cover this. CLIENT’S OBLIGATIONS (CLAUSE 2) In addition to providing the Brief and being available for consultation (see clause 3), the Client may provide other material, personnel and services to assist the Program’s production. For example, the Client may have access to a celebrity sportsperson through sponsorship agreements, whom the Client wishes to use in the Program. In the case of a commission to produce a music video, the Client would have to supply a high quality copy of the recording to the Producer in a format suitable for incorporation into the video; Band members may also agree to make themself available to appear in the video. Such contributions should be listed in Schedule C. APPROVAL AND CONSULTATION (CLAUSE 3) The Producer is required to consult with the Client at the completion of each stage of the Production Schedule and, in particular, to draw the Client’s attention to anything that could materially affect the Program, such as expenses that were not foreseen and were therefore not included in the Budget. The parties are also obliged to engage in good faith discussions over any of these issues (see clause 3.4). In addition, the Client must be available to the Producer whenever the Producer reasonably requests. The parties should change clause 3 if they consider it too onerous.
Other Matters. Means of soliciting proxiesThis proxy solicitation will be conducted by the mailing of this proxy statement and an accompanying proxy card or voting instruction card beginning on or about June 6, 2019. Supplementary solicitations may be made by mail, telephone, and the Internet, but it may also be by any other method of electronic communication, or by personal interview. The Trust will bear all expenses connected with soliciting proxies; the expenses are included in the administrative expenses that are paid for from the net assets of the Trust.
Other Matters. A performance bond is not included in the pricing. This contract is available for inter-local and other municipal corporations to utilize with the option of adding or deleting any Xxxxxx available options, including chassis models. Any addition or deletion may affect the unit price. Payment Terms: 100% prepayment in the amount of $948,982.00 is due within 30 days of contract execution, an invoice will be provided. If payment is not made at this time $53,260.00, or a portion thereof, will be added to the final invoice. Final payment, including any changes processed during manufacturing, is due upon completion, inspection and acceptance of apparatus at the Xxxxxx facility in Appleton, Wisconsin prior to the customer leaving the factory with the apparatus. [NOTE: If deferred payment arrangements are required, the Customer must make such financial arrangements through a financial institution acceptable to Xxxxxx.] All taxes, excises and levies that Xxxxxx may be required to pay or collect by reason of any present or future law or by any governmental authority based upon the sale, purchase, delivery, storage, processing, use, consumption, or transportation of the Product sold by Xxxxxx to the Customer shall be for the account of the Customer and shall be added to the Purchase Price. All delivery prices or prices with freight allowance are based upon prevailing freight rates and, in the event of any increase or decrease in such rates, the prices on all unshipped Product will be increased or decreased accordingly. Delinquent payments shall be subject to a carrying charge of 1.5 percent per month or such lesser amount permitted by law. Xxxxxx will not be required to accept payment other than as set forth in this Agreement. However, to avoid a late charge assessment in the event of a dispute caused by a substantial nonconformance with material Specifications (other than freight), the Customer may withhold up to five percent (5%) of the Purchase Price until such time that Xxxxxx substantially remedies the nonconformance with material Specifications, but no longer than sixty (60) days after Delivery. If the disputed amount is the freight charge, the Customer may withhold only the amount of the freight charge until the dispute is settled, but no longer than sixty (60) days after Delivery. Xxxxxx shall have and retain a purchase money security interest in all goods and products now or hereafter sold to the Customer by Xxxxxx or any of its affiliated companies to secure...
Other Matters. All of the matters described in the Litigation Report of W. R. Xxxxxxxx xx the Audit Committee dated August 31, 1999 excluding the roofing matters described in Part 4.A. of such report.
Other Matters. For the purpose of making computations under Section 4.8(a) and Section 4.8(b), Restricted Payments made, and Restricted Repurchases effected, solely by issuance of Common Stock shall in each case be excluded. Any Person that becomes a Subsidiary after the Closing Date shall be deemed to have made, at the time it becomes a Subsidiary, all Restricted Investments of such Person existing immediately after it becomes a Subsidiary. Seniority to Junior Subordinated Debt The Company will not, and will not permit any Subsidiary to, incur, assume or Guaranty any Debt which is subordinated in right of payment to any other Debt of the Company or any Subsidiary unless such Debt is also subordinated in right of payment to the obligations of the Company in respect of the Notes and this Agreement on terms reasonably acceptable to the Required Holders in their discretion. The Company will not, and will not permit any Subsidiary to, incur or create any Debt in favor of an Affiliate or another Subsidiary (other than Debt in favor of the Company or a Wholly-Owned Subsidiary which is a Subsidiary Guarantor) unless such Debt is also subordinated in right of payment to the obligations of the Company in respect of the Notes and this Agreement on terms reasonably acceptable to the Required Holders in their discretion. Line of Business The Company will not, and will not permit any Subsidiary to, engage in any business if, as a result, the general nature of the business in which the Company and the Subsidiaries, taken as a whole, would then be engaged would be substantially changed from the general nature of the business in which the Company and the Subsidiaries, taken as a whole, are engaged on the Closing Date as described in the Confidential Private Placement Memorandum dated October 1997, prepared by Fleet Corporate Finance. Transactions with Affiliates The Company will not, and will not permit any Subsidiary to, enter into any transaction, including, without limitation, the purchase, sale, lease or exchange of Property or the rendering of any service, with any Affiliate, except in the ordinary course of and pursuant to the reasonable requirements of the Company's or such Subsidiary's business and upon fair and reasonable terms no less favorable to the Company or such Subsidiary than would obtain in a comparable arm's-length transaction with a Person not an Affiliate. REPORTING COVENANTS Financial and Business Information The Company shall deliver to each holder of Notes: Quart...