Immaterial Proceedings definition

Immaterial Proceedings means legal, arbitral or governmental proceedings that (a) have not resulted in a judgment, order or decree, (b) are of a type that are routinely commenced with respect to the Borrower, and (c) if adversely determined would not, either individually or in the aggregate, have a Material Adverse Effect.

Examples of Immaterial Proceedings in a sentence

  • Asking this question from a male position then is considered socially unacceptable.

  • Except for Immaterial Proceedings and as set forth on Schedule 5, Part 5.13, neither the Borrower nor any of its Subsidiaries has violated or failed to comply with any Requirement of Law, including, without limitation, ERISA and environmental laws.

Related to Immaterial Proceedings

  • Formal proceedings means proceedings conducted before a judge with notice to interested persons.

  • Informal proceedings means proceedings for probate of a will or appointment of a personal representative conducted by the probate register without notice to interested persons.

  • criminal proceedings means criminal proceedings in relation to which the strict rules of evidence apply;

  • Environmental Proceedings means any judicial or administrative proceedings arising from or in any way associated with any Environmental Requirement.

  • CCAA Proceedings means the proceedings commenced by the Applicant under the CCAA as contemplated by the Initial Order;

  • winding-up proceedings means collective proceedings involving realisation of the assets and distribution of the proceeds among the creditors, shareholders or members as appropriate, which involve any intervention by administrative or judicial authorities, including where the collective proceedings are terminated by a composition or other analogous measure, whether or not they are founded on insolvency or are voluntary or compulsory;

  • Material Litigation is defined in Section 6.7.

  • relevant proceedings means proceedings for contempt of court or proceedings under Schedule 2 to the Anti-social Behaviour, Crime and Policing Act 2014;

  • civil proceedings means any proceedings in or before any court or tribunal that are not criminal proceedings;

  • Proceedings means all proceedings, actions, claims, suits, investigations and inquiries by or before any arbitrator or Governmental Entity.

  • Bankruptcy Proceedings has the meaning set forth in clause (b) of paragraph 9 hereof.

  • Legal Proceedings means any judicial, administrative or arbitral actions, suits, proceedings (public or private) or governmental proceedings.

  • Material Property means all Real Property owned in fee in the United States by any Credit Party, in each case, with a fair market value of $7,425,000 (as determined by the Borrower in good faith) or more, as determined (i) with respect to any Real Property owned by any Credit Party on the Closing Date, as of the Closing Date, and (ii) with respect to any Real Property acquired by a Credit Party after the Closing Date, as of the date of such acquisition.

  • Environmental Claims means any and all administrative, regulatory or judicial actions, suits, demands, demand letters, claims, liens, notices of noncompliance or violation, investigations or proceedings relating in any way to any Environmental Law.

  • Material Properties means (a) those Mortgaged Properties designated on Schedule 3.12 as Material Properties and (b) each other Mortgaged Property with respect to which a Mortgage is granted pursuant to Section 5.11 after the Restatement Effective Date.

  • Material Project means the construction or expansion of any capital project of the Borrower or any of its Subsidiaries, the aggregate capital cost of which exceeds $50,000,000.

  • Bond proceedings means, collectively, this Resolution, the Certificate of Award, the Continuing Disclosure Agreement, the Registrar Agreement, the Purchase Agreement, and such other proceedings of the Board, including the Bonds, that provide collectively for, among other things, the rights of holders and beneficial owners of the Bonds.

  • Insolvency Proceedings means bankruptcy, liquidation or other collective judicial or administrative proceedings, including interim proceedings, in which the assets and affairs of the debtor are subject to control or supervision by a court for the purposes of reorganisation or liquidation;

  • Criminal proceeding means a proceeding instituted by means of the swearing of an information, the laying of a charge or the return of an indictment, before a Court of competent jurisdiction in Canada with jurisdiction to hear and determine the charges referred to therein, alleging or charging that the "Insured" has contravened the provisions of any Provincial or Federal statute, including the Criminal Code, R.S.C. 1985 ch. C-46 as amended, which creates an offence or crime and which provides for conviction thereunder, whether by way of summary conviction or indictment, and as a result of which the "Insured" is liable to be convicted, fined or sentenced to some form of imprisonment or other punishment.

  • Specified Subsidiary means, at any date of determination (a) any Material Subsidiary or (b) any Unrestricted Subsidiary (i) whose total assets at the last day of the Test Period ending on the last day of the most recent fiscal period for which Section 9.1 Financials have been delivered were equal to or greater than 10% of the Consolidated Total Assets of the Borrower and the Subsidiaries at such date, or (ii) whose revenues during such Test Period were equal to or greater than 10% of the consolidated revenues of the Borrower and the Subsidiaries for such period, in each case determined in accordance with GAAP, and (c) each other Unrestricted Subsidiary that is the subject of an Event of Default under Section 11.5 and that, when such Subsidiary’s total assets or revenues are aggregated with the total assets or revenues, as applicable, of each other Subsidiary that is the subject of an Event of Default under Section 11.5 would constitute a Specified Subsidiary under clause (b) above.

  • Legal Action means and includes any claim, counterclaim, demand, action, suit, counterclaim, arbitration, inquiry, proceeding or investigation before any

  • Threatened litigation as used herein shall include governmental investigations and civil investigative demands. “Litigation” as used herein shall include administrative enforcement actions brought by governmental agencies. The Contractor must also disclose any material litigation threatened or pending involving Subcontractors, consultants, and/or lobbyists. For purposes of this section, “material” refers, but is not limited, to any action or pending action that a reasonable person knowledgeable in the applicable industry would consider relevant to the Work under the Contract or any development such a person would want to be aware of in order to stay fully apprised of the total mix of information relevant to the Work, together with any litigation threatened or pending that may result in a substantial change in the Contractor’s financial condition.

  • Litigation means any action, suit or proceeding before any court, mediator, arbitrator or Governmental Authority.

  • Material Project Documents means the Borrower LLC Agreement, the Holdings LLC Agreement, the Construction Contract, the Power Purchase Agreement, the Interconnection Agreement, the O&M Agreement, the Lease, the Water Contract and to the extent material to the Project, any other individual Real Property Document, and each Additional Project Document that is reasonably deemed material to the Project by Lender (in consultation with the Independent Engineer).

  • Material Permitted Acquisition means any Permitted Acquisition the consideration for which exceeds, on the closing date of the Permitted Acquisition, 10% of the Holdings Total Capitalization on such date.

  • Material Permit shall have the meaning ascribed to such term in Section 3.1(n).