Extraordinary Transactions definition

Extraordinary Transactions means (a) any merger, consolidation, sale of all or substantially all of the assets, other business combination, liquidation, reclassification, recapitalization, restructuring or other similar action to which AVB is a constituent party, or (b) any issuance of securities to any Person or Group (within the meaning of Section 13(d)(3) of the Exchange Act) requiring approval of the common shareholders of AVB in accordance with any Law or the rules and regulations of the New York Stock Exchange as to such matters, as in effect from time to time.

Extraordinary Transactions shall have the meaning ascribed to such term in SECTION 6.7 hereof.

Extraordinary Transactions. In the event that there is any “Extraordinary Transaction” (as defined in the Partnership Agreement) with respect to which the general partner of the Partnership exercises its right under Section 8.6.B (iv) of the Partnership Agreement and a Protected Partner recognizes part or all of the Protected Gain as a result of the exercise by the general partner of such rights, there shall be deemed to be a disposition of all of the Protected Properties for purposes of Section 2.1, and Article 4 shall fully apply with respect thereto.

Examples of Extraordinary Transactions in a sentence

• Young Caritas will be the central theme in the 2018 Regional Conference in Georgia, after which a strategy for participation of young people in Caritas will be developed.

• Notwithstanding anything to the contrary in this Agreement, for all Tax purposes, the Parties shall report any Extraordinary Transactions that are caused or permitted by New BBX Capital or any New BBX Capital Entity on the Distribution Date after the Distribution as occurring on the day after the Distribution Date pursuant to Treasury Regulation Section 1.1502-76(b)(1)(ii)(B) or any similar or analogous provision of state, local or foreign Law.

• The Series F Preferred Stock shall rank senior to the Junior Preferred Stock and the Junior Stock as to dividends and the distribution of assets or other amounts in connection with a Liquidation Event and Extraordinary Transactions.

• Notwithstanding anything to the contrary in this Agreement, for all Tax purposes, the Parties shall report any Extraordinary Transactions that are caused or permitted by Red Lion or any Red Lion Entity on the Closing Date after the Effective Time as occurring on the day after the Closing Date pursuant to Treasury Regulation Section 1.1502-76(b)(1)(ii)(B) or any similar or analogous provision of state, local or foreign Law and for purposes of allocating responsibility for Taxes pursuant to this Agreement.

• Notwithstanding anything to the contrary in this Agreement, for all Tax purposes, the Parties shall report any Extraordinary Transactions that are caused or permitted by Vistana or any Vistana Entity on the Distribution Date after the Effective Time as occurring on the day after the Distribution Date pursuant to Treasury Regulation Section 1.1502-76(b)(1)(ii)(B) or any similar or analogous provision of state, local or foreign Law.

More Definitions of Extraordinary Transactions

Extraordinary Transactions means (a) the acquisition by any person (defined for the purposes of this definition to mean any person within the meaning of Section 13(d) of the Exchange Act), other than Neoprobe or an employee benefit plan created by its Board of Directors for the benefit of its employees, either directly or indirectly, of the beneficial ownership (determined under Rule 13d(3) of the Regulations promulgated by the SEC under Section 13(d) of the Exchange Act) of Neoprobe Voting Securities having a majority of the voting power of all the Neoprobe Voting Securities issued by Neoprobe in the election of directors at the next meeting of the holders of Neoprobe Voting Securities to be held for such purpose; (b) a merger or consolidation of Neoprobe with another person, other than a merger or consolidation in which the holders of Neoprobe Voting Securities issued and outstanding immediately before such merger or consolidation continue to hold Neoprobe Voting Securities in the surviving or resulting corporation (in the same relative proportions to each other as existed before Omitted portions of this Exhibit 10.4.20 have been filed separately with the Commission and are subject to a request for confidential treatment under Rule 24b-2 **** Omitted and filed separately under Rule 24b-2 pursuant to which Neoprobe Corporation has requested Confidential Treatment of this information. 67 such event) comprising 80% or more of the voting power for all purposes of the surviving or resulting corporation; or (d) the transfer of substantially all of the assets of Neoprobe to another person other than a transfer to a transferee, 80% or more of the voting power of which is owned or controlled by Neoprobe or by the holders of Neoprobe Voting Securities issued and outstanding immediately before such transfer in the same relative proportions to each other as existed before such event Omitted portions of this Exhibit 10.4.20 have been filed separately with the Commission and are subject to a request for confidential treatment under Rule 24b-2 **** Omitted and filed separately under Rule 24b-2 pursuant to which Neoprobe Corporation has requested Confidential Treatment of this information. 68 EXHIBIT 14.2 MATERIAL INTELLECTUAL PROPERTY RIGHTS "Technology Transfer Agreement" between The Dow Chemical Company and Neoprobe Corporation, effective July 29, 1992. "Patent License Agreement -- Exclusive" between The Dow Chemical Company and the National Institutes of Health, the Centers for Disease Contro...

Extraordinary Transactions means a transaction other than in the Ordinary Course of Business, including, without limitation the assignment of NetJets Agreements, the assignment of Sellers’ Life Insurance Policies and the assignment of the Headquarters Property, each occurring after the Effective Closing Date and on or before the Closing Date.”

Extraordinary Transactions means (a) the acquisition by any person (defined for the purposes of this definition to mean any person within the

Extraordinary Transactions means the following:

Extraordinary Transactions means any extraordinary transaction, including, merely by way of example, any merger, demerger, increase or reduction in share capital or purchase of treasury shares.

Extraordinary Transactions means the Aggregate Cover Reallocation, the Capital Release, the Reorganisation and the Stop Loss Commutation; FSA means the Financial Services Authority; FSMA means the Financial Services and Markets Xxx 0000;

Extraordinary Transactions means those “extraordinary items” as defined in Treasury Regulation Section 1.1502-76(b)(2)(ii)(C), as modified by the Proposed Next-Day Rule Regulations.