Sole and Absolute Discretion definition

Sole and Absolute Discretion means that a Party to this Agreement entitled to exercise its “Sole and Absolute Discretion” may exercise such discretion for any reason or for no reason.
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Sole and Absolute Discretion means in the sole, absolute and subjective discretion of the relevant Person, which discretion may be exercised unreasonably.
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Sole and Absolute Discretion means that, when the Agreement allows the Lender to act or not act in its sole and absolute discretion (whether or not those terms are capitalized), then:
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Examples of Sole and Absolute Discretion in a sentence

  • IN ADDITION, THE CORPORATION MAY TAKE OTHER ACTIONS, INCLUDING REDEEMING SHARES UPON THE TERMS AND CONDITIONS SPECIFIED BY THE BOARD OF DIRECTORS IN ITS SOLE AND ABSOLUTE DISCRETION IF THE BOARD OF DIRECTORS DETERMINES THAT OWNERSHIP OR A TRANSFER OR OTHER EVENT MAY VIOLATE THE RESTRICTIONS DESCRIBED ABOVE.

  • ALL ADVANCES ARE DISCRETIONARY ON THE PART OF THE LENDERS IN THEIR SOLE AND ABSOLUTE DISCRETION.

  • DISTRIBUTOR ACKNOWLEDGES THAT THIS AGREEMENT DOES NOT PROVIDE DISTRIBUTOR WITH ANY RIGHT OR INTEREST IN ANY EXCLUSIVE TERRITORY, AND THAT VMSC MAY, IN ITS SOLE AND ABSOLUTE DISCRETION OPERATE, OR AUTHORIZE OTHER JOBBERS, FRANCHISEES, OR LICENSEES OF VMSC TO OPERATE, RETAIL FUEL DISPENSING FACILITIES AT ANY AVAILABLE LOCATIONS, INCLUDING LOCATIONS IN DIRECT COMPETITION WITH DISTRIBUTOR, WHICH ARE APPROVED BY VMSC IN VMSC’S SOLE AND ABSOLUTE DISCRETION.

  • WHICH CONSENT MAY BE GIVEN OR WITHHELD IN THE SOLE AND ABSOLUTE DISCRETION OF SUCH MEMBERS.

  • IF A BALLOT IS RECEIVED AFTER THE VOTING DEADLINE, IT WILL NOT BE COUNTED UNLESS THE DEBTORS DETERMINE OTHERWISE IN THEIR SOLE AND ABSOLUTE DISCRETION.

  • To vote the Norsat Securities, such proxyholder must attend the Meeting.

  • MAY PREVENT ANY TRANSFER, PARTICIPATION OR OTHER DISPOSITION OF ANY INTEREST IN THIS CERTIFICATE IF GREEN TREE FLOORPLAN FUNDING CORP., IN ITS SOLE AND ABSOLUTE DISCRETION, DETERMINES THAT SUCH TRANSFER, PARTICIPATION OR OTHER DISPOSITION, IF EFFECTED, WOULD CAUSE THE TRUST TO BE TREATED AS A PUBLICLY TRADED PARTNERSHIP UNDER SECTION 7704 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED, OR THE TREASURY REGULATIONS ISSUED THEREUNDER.

  • NOTWITHSTANDING THE FOREGOING, LENDER SHALL HAVE THE RIGHT TO INSTITUTE ANY LEGAL SUIT, ACTION, OR PROCEEDING FOR THE ENFORCEMENT OR FORECLOSURE OF ANY LIEN ON ANY COLLATERAL FOR THIS NOTE AND THE OBLIGATIONS EVIDENCED BY THIS NOTE IN ANY FEDERAL OR STATE COURT IN ANY JURISDICTION THAT LENDER MAY ELECT, IN ITS SOLE AND ABSOLUTE DISCRETION.

  • EACH PARTY HEREBY ACKNOWLEDGES THAT IN CONNECTION WITH THIS AGREEMENT IT HAS SOUGHT THE ADVICE OF SUCH INDEPENDENT LEGAL COUNSEL AS IT SHALL HAVE DETERMINED TO BE NECESSARY OR ADVISABLE IN ITS SOLE AND ABSOLUTE DISCRETION.

  • THIS NOTE MAY NOT BE TRANSFERRED OR ASSIGNED WITHOUT FREDDIE MAC'S PRIOR EXPRESS WRITTEN CONSENT, WHICH CONSENT MAY BE GRANTED OR WITHHELD IN FREDDIE MAC'S SOLE AND ABSOLUTE DISCRETION AND SUBJECT TO THE LIMITATIONS SET FORTH IN SECTION 11.8 OF THE CREDIT AGREEMENT AND THE APPLICABLE TRANSFER AND ASSIGNMENT RESTRICTIONS DESCRIBED IN THE ACKNOWLEDGMENT AGREEMENT (THE “FRE TRANSFER RESTRICTIONS”).


More Definitions of Sole and Absolute Discretion

Sole and Absolute Discretion has the meaning set forth in Section 7.8.
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Sole and Absolute Discretion means that, when the Agreement allows the Lender to act or notact in its sole and absolute discretion (whether or not those terms are capitalized), then:
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Sole and Absolute Discretion or “discretion” or under a grant of similar authority or latitude, the person shall be entitled to consider any interests and factors as it desires, including its own interests, or (ii) in its “good faith” or under another express standard, the person shall act under such express standard and shall not be subject to any other or different standards imposed by this Agreement or any other agreement contemplated herein or by relevant provisions of law or in equity or otherwise.
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Related to Sole and Absolute Discretion

  • Active NFFE means any NFFE that meets any of the following criteria:

  • Gross beta particle activity means the total radioactivity due to beta particle emission as inferred from measurements on a dry sample.

  • Multiple disabilities means concomitant impairments, the combination of which causes such severe educational problems that programs designed for the separate disabling conditions will not meet the student’s educational needs.

  • investment services and activities means any of the services and activities listed in Section A of Annex I relating to any of the instruments listed in Section C of Annex I;

  • Instrumental activities of daily living or “IADL” means tasks consisting of housekeeping, laundry, shopping, transportation, medication management and meal preparation.

  • Permitted Activities The primary activities of the trust created pursuant to this Agreement which shall be:

  • Extraordinary unspecifiable services means services which are specialized and qualitative in nature requiring expertise, extensive training and proven reputation in the field of endeavor.

  • Extremely Low Income means a household income that falls at or below thirty percent (30%) of the AMI for the area in which a Project is located.

  • Maximum Emergency means the designation of all or part of the output of a generating unit for which the designated output levels may require extraordinary procedures and therefore are available to the Office of the Interconnection only when the Office of the Interconnection declares a Maximum Generation Emergency and requests generation designated as Maximum Emergency to run. The Office of the Interconnection shall post on the PJM website the aggregate amount of megawatts that are classified as Maximum Emergency.

  • Instrumental activities of daily living (IADL) means routine activities performed around the home or in the community and includes the following:

  • ABR Term SOFR Determination Day has the meaning specified in the definition of “Term SOFR”.

  • Written Testing-the-Waters Communication means any Testing-the-Waters Communication that is a written communication within the meaning of Rule 405 under the Securities Act.

  • Base Rate Term SOFR Determination Day has the meaning specified in the definition of “Term SOFR”.

  • Automatic Route Selection or “ARS” means a service feature associated with a specific grouping of lines that provides for automatic selection of the least expensive or most appropriate transmission facility for each call based on criteria programmed into the system.

  • Service-disabled veteran-owned business means a service-disabled veteran-owned business located in the State of Tennessee that satisfies the criteria in Tenn. Code. Ann. § 12-3-1102(8). "Service-disabled veteran" means any person who served honorably in active duty in the armed forces of the United States with at least a twenty percent (20%) disability that is service-connected, i.e., the disability was incurred or aggravated in the line of duty in the active military, naval or air service.

  • Covered Activities means those land uses and conservation and other activities described in Chapter 2.3 of the HCP/NCCP to be carried out by the Conservancy or its agents that may result in Authorized Take of Covered Species during the term of the HCP/NCCP, and that are otherwise lawful.

  • Extremely low-income household means a single person,

  • Interscholastic Activities means athletic or non-athletic/academic activities where students compete on a school vs. school basis.

  • Testing-the-Waters Communication means any oral or written communication with potential investors undertaken in reliance on Section 5(d) of the Securities Act.

  • Funded Activities means the activities set out in Annex 2 of these Conditions; Funding Period means the period for which the Grant is awarded starting on the Commencement Date and ending on [INSERT PROJECT END DATE]; General Data Protection Regulations and GDPR means (Regulation (EU) 2016/679); Grant means the sum or sums the Authority will pay to the Grant Recipient in accordance with paragraph 4 of these Conditions and subject to the provisions set out at paragraph 26.

  • CAFRA Centers, Cores or Nodes means those areas with boundaries incorporated by reference or revised by the Department in accordance with N.J.A.C. 7:7-13.16.

  • Designated Employer Representative (DER) means a designated school district representative authorized to take immediate action to remove employees from safety-sensitive duties, to make required decisions in the testing and evaluation process, and to receive test results and other communications for the school district.

  • Developed exclusively at private expense means development was accomplished entirely with costs charged to indirect cost pools, costs not allocated to a government contract, or any combination thereof.

  • Specified sexual activities means any of the following:

  • Periodic Term SOFR Determination Day has the meaning specified in the definition of “Term SOFR”.