Look-Back Date definition

Look-Back Date means the later of (x) the date first written above in the preamble to this Agreement or (y) the date 24 months prior to the date of the event that may constitute a “Change in Control.” Any other provision of this Section 17(b) notwithstanding, the term “Change in Control” shall not include a transaction, if undertaken at the election of the Corporation, the result of which is to sell all or substantially all of the assets of the Corporation to another corporation (the “surviving corporation”); provided that the surviving corporation is owned directly or indirectly by the stockholders of the Corporation immediately following such transaction in substantially the same proportions as their ownership of the Corporation’s common stock immediately preceding such transaction; and provided, further, that the surviving corporation expressly assumes this Agreement.
Look-Back Date means January 1, 2019.
Look-Back Date means January 1, 2020.

Examples of Look-Back Date in a sentence

  • Since the Look-Back Date, the Business is not party to any material disputes concerning any defects in its products and/or services with any such Top Customer or Top Supplier except in the Ordinary Course.

  • Sellers and their Subsidiaries currently maintain, and since the Look-Back Date have maintained, policies and procedures reasonably designed to ensure compliance by Sellers and their Subsidiaries with, and to prevent breaches by Sellers and their Subsidiaries of, the Anti-Corruption Laws.

  • Since the Look-Back Date, Sellers have not sold or otherwise disposed of any assets (including any licenses, assignments, transfers, or abandonments of Intellectual Property or tangible embodiments thereof) that are material to the Business, other than for sales of the Products, expiration of any registered or issued Intellectual Property in accordance with its maximum statutory term and non-exclusive licenses granted in the Ordinary Course.

  • Sellers and their Subsidiaries are currently, and since the Look-Back Date have been, in material compliance with all applicable anti-bribery and anti-corruption Laws (the “Anti-Corruption Laws”), including the Foreign Corrupt Practices Act of 1977, as amended.


More Definitions of Look-Back Date

Look-Back Date means January 1, 2022.
Look-Back Date means January 1, 2023.
Look-Back Date means the date that is three (3) years prior to the date of this Agreement.
Look-Back Date means December 31, 2020.
Look-Back Date means January 1, 2016.
Look-Back Date means December 31, 2018.
Look-Back Date means the date that is five (5) years prior to the Closing Date.