Marketing Period. “Marketing Period” shall mean the first period of 20 consecutive business days after the date of this Agreement beginning on the later of the first day on which (a) Parent shall have the Required Information the Company is required to provide pursuant to Section 5.12, and such Required Information is Compliant and (b) all conditions set forth in Section 6.1 and Section 6.2 (other than those conditions that by their terms are to be satisfied at the Closing, which need only be satisfied at the Closing, as the case may be) have been satisfied and nothing has occurred and no condition exists that would cause any of such conditions not to be satisfied assuming Closing, as the case may be, were to be scheduled for any time during such 20 consecutive business day period; provided that (x) July 4, 2013 and July 5, 2013 shall not be considered business days and (y) if such 20 consecutive business day period has not ended prior to August 17, 2013, then it will not commence until after September 2, 2013. Notwithstanding the foregoing, the “Marketing Period” shall not commence and shall be deemed not to have commenced (A) prior to the mailing of the Proxy Statement or (B) if, on or prior to the completion of such 20 business day period, the Company shall have publicly announced any intention to restate any material financial information included in the Required Information or that any such restatement is under consideration, in which case the Marketing Period shall be deemed not to commence unless and until such restatement has been completed and the applicable Required Information has been amended or the Company has announced that it has concluded that no restatement shall be required, and the requirements in clauses (a) and (b) above would be satisfied on the first day, throughout and on the last day of such new 20 business day period or (y) the Required Information would not be Compliant at any time during such 20 business day period, in which case a new 20 business day period shall commence upon Parent and its financing sources receiving updated Required Information that would be Compliant, and the requirements in clauses (a) and (b) above would be satisfied on the first day, throughout and on the last day of such new 20 business day period (for the avoidance of doubt, it being understood that if at any time during the Marketing Period the Required Information provided at the initiation of the Marketing Period ceases to be Compliant, then the Marketing Period shal...
Marketing Period. The Marketing Period shall not have been completed. The foregoing conditions are for the sole benefit of Parent and Merger Sub and, other than the Minimum Condition, may be waived by Parent and Merger Sub in whole or in part at any time and from time to time in their sole discretion, in each case subject to the terms and conditions of this Agreement and to the extent such waiver is permitted by applicable Law. The failure by Parent, Merger Sub or any other Affiliate of Parent at any time to exercise any of the foregoing rights shall not be deemed a waiver of any such right, the waiver of any such right with respect to particular facts and circumstances shall not be deemed a waiver with respect to any other facts and circumstances and each such right shall be deemed an ongoing right that may be asserted at any time and from time to time. The capitalized terms used in this Annex I shall have the meanings set forth in the Agreement to which it is annexed. Exhibit A AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF THE FRESH MARKET, INC. (a Delaware corporation) ARTICLE I The name of the Corporation is THE FRESH MARKET, INC.
Marketing Period. 4.1 Subject to the granting of all necessary governmental approvals or concurrences to sell the Designated Products, Schwxxx Xxxrma hereby agrees, during the Marketing Period, to use its continuing best efforts to market, promote and sell the Designated Products throughout the United States following the U.S. Approval Date, and in Canada and/or Mexico, following the Approval Date, if any, for that nation(s). As the term is used in this Section 4, the exertion of Schwxxx Xxxrma's best efforts will mean that Schwxxx Xxxrma will devote to such marketing, promotion and sales of the Designated Products resources and priorities at least as substantial and high as any like-kind resources and priorities devoted by Schwxxx Xxxrma or any of its Affiliates to the marketing, promotion or sale of any other generic drug of substantially the same potential in the same nation of the Territory, measured in terms of sales and profitability potentials.
Marketing Period. 4.1 Subject to the granting of all necessary governmental approvals or concurrences to sell the Designated Product, Mylan hereby agrees, during the Marketing Period, to use its continuing best efforts to market, promote and sell the Designated Product throughout the Territory.
Marketing Period. CONFIDENTIAL MATERIAL OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. ASTERISKS DENOTE SUCH OMISSIONS
Marketing Period. The Owner shall have two hundred forty-five (245) days from the date of the First City Response Notice (the "Marketing Period") to market the Home and find an Eligible Purchaser. During the Marketing Period, the Owner shall use bona fide good faith efforts to sell the Home to an Eligible Purchaser in compliance with this Section 11, including listing the Home on the Multiple Listing Service, keeping the Home in an orderly condition, making the Home available to show to agents and prospective buyers, and providing buyers with Eligible Purchaser requirements, including income qualifications and the City's form of disclosure statement summarizing the terms of the buyer's resale agreement. A proposed purchaser ("Proposed Purchaser"), who the Owner believes will qualify as an Eligible Purchaser, shall be referred to the City for an eligibility determination.
Marketing Period. The Marketing Period shall have commenced and been completed.
Marketing Period. (a) For each Lease, the period commencing on the Closing Date and ending on the Leased Property Termination Date shall be known as the “Marketing Period” for such Lease.
Marketing Period. The Owner shall have sixty (60) days from the date of the First City Response Notice (the "Marketing Period") to market the Home and find an Eligible Purchaser. During the Marketing Period, the Owner shall use bona fide good faith efforts to sell the Home to an Eligible Purchaser in compliance with this Agreement, including keeping the Home in an orderly condition, making the Home available to show to agents and prospective buyers, and providing buyers with Eligible Purchaser requirements, including income qualifications and the City's form of disclosure statement summarizing the terms of the buyer's resale agreement. If the Owner has not located an Eligible Purchaser within this sixty (60)-day marketing period, the Owner may request an additional sixty (60)-day marketing period. A proposed purchaser ("Proposed Purchaser"), whom the Owner believes will qualify as an Eligible Purchaser, shall be referred to the City or its designee for an eligibility determination.
Marketing Period a. Subject to the provisions of Sections 2.5b through 2.5g below, the Marketing Period shall continence as of the Effective Date and shall continue for an initial term of three (3) years (the "INITIAL TERM"). Following the Initial Term, the Marketing Period shall automatically be renewed for subsequent renewal terms of one (1) year each ("RENEWAL TERMS"), subject to the right of either Party to terminate the Marketing Period at the end of the Initial Term or at the end of any Renewal Term by written notice to the other Party not less than one-hundred eighty (180) days prior to the end of the Initial Term or Renewal Term, as applicable.
