Major Transactions means transactions involving a significant amount of the assets of World Athletics, or incurring significant liabilities on World Athletics, as defined in the Rules and Regulations.
Major Transactions means any expenditure, liability, commitment or transaction (when singularly or combined with other transactions) amounting to 500,000 Euros or greater or any expenditure, liability, commitment or transaction which is unprecedented, complex or high- profile of any amount as decided by the Integrity Unit Board.
Major Transactions means (i) any acquisition or disposition of any assets in any single transaction or any series of related transactions where the aggregate purchase price paid or received by WAML, WAT or their subsidiaries exceeds $100,000,000 (or the Australian Dollar equivalent), or, in the case of dispositions, where the purchase price received does not approximate the fair market value of the asset sold and (ii) additional financings in excess of $100,000,000 (or the Australian Dollar equivalent). For purposes of this Agreement, "BUSINESS DAY" shall mean any day, other than a Saturday or Sunday, that is neither a legal holiday nor a day on which banking institutions in New York City, New York are authorized or required by law, regulation or executive order to close. WAML shall give reasonable advance notice to the Investor of all conference calls initiated by WAML with securities analysts or institutional investors, and shall permit the Investor to participate therein. The Investor agrees that the information provided by WAT or WAML and their respective subsidiaries, officers, directors and employees on or prior to the Transaction Closing and after the Transaction Closing pursuant to this SECTION 7(g) will be used solely for the purpose of evaluating Investor's investment in the Series G Preferred Stock, the WAT Options, the Conversion Stock and the Option Units ("SOLE PURPOSE"); and such information will be kept strictly confidential ("CONFIDENTIALITY OBLIGATION") by Investor; provided that the foregoing Confidentiality Obligation of Investor shall not (a) relate to any information that (i) is or becomes generally available other than as a result of unauthorized disclosure by Investor or by persons to whom Investor has made such information available; or (ii) is or becomes available to Investor on a non-confidential basis from a third party that is not, to Investor's knowledge, bound by a confidentiality agreement with WAML, WAT or their subsidiaries; or (b) prohibit disclosure of any information if required by law, rule, regulation, court order, any regulatory or self regulatory organization, any securities exchange on which any of the Investor's securities are then listed or to which Investor has applied for listing of its securities or other legal or governmental process. The Investor acknowledges that as a result of receipt of such information it may be in possession of information that is not generally available and may be subject to the xxxxxxx xxxxxxx provision...
Examples of Major Transactions in a sentence
The provisions of this Section shall apply similarly and equally to successive Major Transactions and shall be applied without regard to any limitations on the exercise of this Warrant other than any applicable beneficial ownership limitations.
There are no other Major Transactions currently pending or contemplated by the Company.
As of the date of this Agreement, there are no other Major Transactions currently pending or contemplated by the Company.
The above provisions shall apply regardless of whether or not there would have been a sufficient number of shares of Common Stock authorized and available for issuance upon exercise of this Warrant as of the date of such transaction, and shall similarly apply to successive Major Transactions.
The above provisions shall apply regardless of whether or not there would have been a sufficient number of shares of Common Stock authorized and available for issuance upon conversion of this Note as of the date of such transaction, and shall similarly apply to successive Major Transactions.
More Definitions of Major Transactions
Major Transactions means the Transactions in which, at least one of the following relevance indexes, applicable depending on the specificTransaction, is greater than the 5% threshold, as better described under Annex 3 of the Related Parties Regulation:
Major Transactions means a transaction or series of related transactions within a calendar year between NGTL and an Affiliate relating to the sale or purchase of an asset(s) or to the provision of a service or a similar group of services, other than Utility Services, which has an aggregate value within that calendar year of $500,000 or more.
Major Transactions means transactions involving a significant amount of the assets of the IAAF, or incurring significant liabilities on the IAAF, as defined in the Rules and Regulations.
Major Transactions means (i) any acquisition or disposition of any assets in any single transaction or any series of related transactions where the aggregate purchase price paid or received by the Company or its subsidiaries exceeds $100,000,000, or, in the case of dispositions, where the purchase price received does not approximate the fair market value of the asset sold and (ii) additional financings in excess of $100,000,000.
Major Transactions means (i) any acquisition or disposition of any assets in any single transaction or any series of related transactions where the aggregate purchase price paid or received by the Company or the Operating Partnership exceeds $100,000,000 but not including asset transfers between or among the Company and any of its subsidiaries respecting which the Company has direct or indirect majority ownership or management control (including any such subsidiaries who are not consolidated with the Company for financial reporting purposes) or between or among such subsidiaries, (ii) a determination by the Company's Board of Directors to terminate the Company's status as a real estate investment trust pursuant to Sections 856 through 860 of the Code, (iii) any Change of Control (as defined in Section 6.4) initiated by the Company and in the response to any Change of Control not initiated by the Company and (iv) a determination by the Operating Partnership's General Partner to terminate the Operating Partnership's status as a limited partnership. From time to time, the Investor may notify the Company that it desires to exercise a right or rights specified in paragraphs (a) through (d) above. Upon receipt of such notice and for 90 days thereafter, the Company shall notify the Investor of any of the foregoing proposed actions for its consideration that relate to the rights so exercised by the Investor, together with information which sets forth in reasonable detail the background and reasons for such action, reasonably in advance (but in no event less than five business days) of the date any action would be required to be taken by or on behalf of the Company to permit the Investor to review the information and to provide its views to the Company. If the Investor exercises its right to be consulted concerning the development and preparation of the Company's annual operating budget and strategic plan, the Company shall present to the Investor a reasonably detailed operating budget and strategic plan for the upcoming calendar year of the Company. Notwithstanding the foregoing, the Company (i) shall not have any obligation to comply with any advice offered by the Investor in any consultation pursuant to this Section 6.2 (and the provisions of this Section 6.2 shall not be construed to create any approval rights over any matters) and (ii) will not be required to disclose material information to the Investor if, in the reasonable judgment of the Company, such disclosure would (a) re...
Major Transactions means (i) any acquisition or disposition of any assets in any single transaction or any series of related transactions where the aggregate purchase price paid or received by the Company, the Operating Partnership or 20 their subsidiaries exceeds $50,000,000, or, in the case of dispositions, where the purchase price received does not approximate the fair market value of the asset sold, (ii) additional financings in excess of $50,000,000 and (iii) a determination by the Company's Board of Trustees to terminate the Company's status as a real estate investment trust pursuant to Sections 856 through 860 of the Code. Notwithstanding the foregoing, the Company shall have no obligation to comply with any advice offered by the Investor in any consultation referred to in this Section 6.3. Investor agrees that any information obtained through the foregoing consultation rights which is not public shall be kept confidential, and shall not be disclosed to any persons other than the directors, officers, employees, financial advisors, legal advisors, and accountants of Investor who reasonably need to have access to such information and who are advised of the confidential nature of such information and agree to maintain the confidentiality of such information; provided that the foregoing obligation of Investor shall not (a) relate to any information that (i) is or becomes generally available other than as a result of unauthorized disclosure by Investor or by persons to whom Investor has made such information available, or (ii) is or becomes available to investor on a non-confidential basis from a third party that is not, to Investor's knowledge, bound by any other confidentiality agreement with the Company or its Subsidiaries, or (b) prohibit disclosure of any information if required by law, rule, regulation, court order, or other legal or governmental process.
Major Transactions means (i) any acquisition or disposition of any assets in any single transaction or any series of related transactions where the aggregate purchase price paid or received by the Company or the Operating Partnership exceeds $100,000,000 but not including asset transfers between or among the Company and any of its subsidiaries respecting which the Company has direct or indirect majority ownership or management control (including any such subsidiaries who are not consolidated with the Company for financial reporting purposes) or between or among such subsidiaries, (ii) a determination by the Board to terminate the Company's status as a REIT, (iii) any Change of Control initiated by the Company and in the response to any Change of Control not initiated by the Company and (iv) a determination by the Operating Partnership's General Partner to terminate the Operating Partnership's status as a limited partnership.