Material Elements definition

Material Elements means the proposed director, lead actor and amount of the budget for the Qualifying Picture. LGF shall have until 5:00 p.m. on the eighth (8th) business day following provision of the First Refusal Notice by Grantor (the “Exercise Period”) to notify Grantor in writing (an “Exercise Notice”) that LGF is exercising its right to negotiate in good faith to acquire the U.S. Rights and/or the Foreign Rights. If LGF so exercises its Right of First Refusal with respect to the U.S. Rights and/or with respect to the Foreign Rights, LGF shall thereupon be obligated to negotiate with Grantor in good faith for a period of ten (10) business days (“Negotiation Period”).
Sample 1Sample 2
Material Elements means the proposed director, lead actor and amount of the budget for the Qualifying Picture. LGF shall have until 5:00 p.m. on the eighth (8th) business day following provision of the First Refusal Notice by Grantor (the “Exercise Period”) to notify Grantor in writing (an “Exercise Notice”) that LGF is exercising its right to negotiate in good faith to acquire the U.S. Rights and/or the Foreign Rights. If LGF so exercises its Right of First Refusal with respect to the U.S. Rights and/or with respect to the Foreign Rights, LGF shall thereupon be obligated to negotiate with Grantor in good faith for a period of ten (10) business days (“Negotiation Period”). ii. If the parties fail to reach agreement ( or are deemed to fail to reach agreement) prior to the expiration of the Negotiation Period with respect to U.S. Rights and/or Foreign Rights, subject to and in accordance with subsections (iv) and (v) below, Grantor may accept any third party offer to acquire U.S. rights and/or Foreign Rights on monetary terms or conditions materially more favorable to Grantor that the monetary terms and conditions last offered by LGF to Grantor during the Negotiation Period and/ or may sell or license Foreign Rights on a territory-by territory basis without any further obligation to LGF. iii. LGF’s failure to provide an Exercise Notice prior to the expiration of the Exercise Period shall be deemed an election by LGF to not exercise its Right of First Refusal to acquire any of the Subject Distribution Rights. In the event LGF fails to provide an Exercise Notice within the applicable Exercise Period or fails to negotiate with Grantor during the appropriate Negotiation Period, Grantor shall have the right to dispose of the Subject Distribution Rights with respect to Qualifying Picture without any further obligation to LGF.
Sample 1
Material Elements means the proposed director, lead actor and amount of the budget for the Qualifying Picture. The Company shall have until 5:00 p.m. on the eighth (8th) business day following provision of a First Refusal Notice by Amin (the "Exercise Period") to notify Amin in writing (an "Exercise Notice") that the Company is exercising its right to negotiate in good faith to acquire the U.S. Rights and/or the Foreign Rights. If the Company so exercises its Right of First Refusal with respect to the U.S. Rights and/or with respect to the Foreign Rights, the Company shall thereupon be obligated to negotiate with Amin in good faith for a period of ten (10) business days ("Negotiation Period").
Sample 1

Examples of Material Elements in a sentence

  • EDUCATIONAL PROGRAM 13 Section 4.1 School’s Control 13 Section 4.2 Material Elements of Educational Program 13 Section 4.3 Academic Standards 13 Section 4.4 Graduation Requirements for High School 13 Section 4.5 Education of Students with Disabilities 13 Section 4.6 Section 504 of the Rehabilitation Act of 1973 and the Americans with Disabilities Act Amendments Act of 2008 14 Section 4.7 English Language Learners/English Learners 14 SECTION V.

  • Material Elements of Charter and Renewal Applications Incorporated.

  • Section 4.2 of the Charter Contract 3.0, Material Elements of Educational Program, states, “The material elements of the School's Educational Program, including but not limited to the School's mission and vision statements, are as set forth in Exhibit A to this Charter Contract.

  • For more information on applicable performance measures, see Material Elements of Compensation in Compensation Discussion and Analysis.

  • Model Penal Code § 2.02(4)Prescribed Culpability Requirement Applies to All Material Elements When the law defining an offense prescribes the kind of culpability that is sufficient for the commission of an offense, without distinguishing among the material elements thereof, such provision shall apply to all the material elements of the offense, unless a contrary purpose plainly appears.

  • In each of the succeeding 5 (five) Academic Years, the School may provide instruction to students in accordance with Exhibit “A”.Section 6.2 Material Elements of the Educational Program‌The School shall, at all times, operate in a manner consistent with its Educational Program as defined in Exhibit “A”.

  • Philosophy and Material Elements of Executive Compensation Program; 2021 Compensation Actions 25D.

  • We can and do evaluate both what we value and what we detest.’ (V&E 38) The Importance of the Distinction between the Formal and Material Elements We may now differentiate Kovesi’s distinction between the formal and material elements of a concept from distinctions such as necessary/sufficient conditions, genus/species, definition/example, intension/extension and universal/particular.

  • Material Elements In the context of international armed conflict, under Article 49 of the Fourth Geneva Convention3 and Rule 129 of Customary International Law,4 an occupying power is strictly prohibited from deporting and/or forcibly transferring5 the civilian population of an occupied territory.

  • The Material Elements, including the Approved Marketing Plan, were then set out in exhibit B, which was the same as exhibit B to the Head P&A SA; (3) Journal was required to keep the Appellant and Corpus informed of the progress of the services.

Related to Material Elements

  • Material means material in relation to the business, operations, affairs, financial condition, assets or properties of the Company and its Subsidiaries taken as a whole.

  • Material Real Property means any real property owned by any Loan Party with a fair market value in excess of $5,000,000.

  • material hoist means a hoist used to lower or raise material and equipment, excluding passengers; "medical certificate of fitness" means a certificate contemplated in regulation 7(8);

  • Material Equipment means such equipment, which, acting in accordance with a Reasonable and Prudent Standard, the Generator could reasonably be expected to have ordered and/or concluded a supply agreement in respect of in accordance with the Target Commissioning Date, and in any event, such equipment shall include wind turbines.

  • material relationship means one actually known of a personal, familial or business nature between the Broker and affiliated licensees and a client which would impair their ability to exercise fair judgment relative to another client.

  • Material Taking shall have the meaning set forth in Section 6.4.

  • Material Environmental Liabilities means Environmental Liabilities exceeding $500,000 in the aggregate.

  • Material Project Documents means, collectively, the Power Purchase Agreement, the EPC Contract, the Transmission Facilities Construction Agreement, the O&M Agreement, the Coal Supply Agreements, the Coal Transportation Agreement and all other instruments, agreements or other documents arising from or related to the Project, but shall not include any Financing Agreement.

  • Material Group Company means the Issuer or a Subsidiary representing more than 10.00 per cent. of either (i) the total assets of the Group on a consolidated basis (for the avoidance of doubt, excluding any intra-group transactions) or (ii) the EBITDA of the Group on a consolidated basis according to the latest Financial Report.

  • Material Gas Imbalance means, at any time, with respect to all Gas Balancing Agreements to which any Credit Party is a party or by which any Mineral Interest owned by any Credit Party is bound, a net gas imbalance at such time to all such Credit Parties in excess of, in the aggregate, three percent (3%) of the Borrowing Base then in effect.

  • Material Environmental Amount an amount payable by the Borrower and/or its Subsidiaries in excess of $5,000,000 for remedial costs, compliance costs, compensatory damages, punitive damages, fines, penalties or any combination thereof.

  • 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 $25,000,000.

  • 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.

  • Emergency contraception means any health care treatment approved by the food and drug administration that prevents pregnancy, including but not limited to administering two increased doses of certain oral contraceptive pills within seventy-two hours of sexual contact.

  • Substantial governmental relationship means the extent of a governmental relationship necessary under Ohio law to make an added guarantee contract issued incident to that relationship valid and enforceable. A guarantee contract is issued "incident to that relationship" if it arises from a clear commonality of interest in the event of an UST release such as conterminous boundaries, overlapping constituencies, common groundwater aquifer, or other relationship other than monetary compensation that provides a motivation for the guarantor to provide a guarantee.

  • Material Recovery Facility means a facility, not subject to permitting requirements under Regulation 22, which is engaged in the storage, processing, and resale of recovered materials and receives source-separated recyclable materials.

  • Material Financial Relationship means a relationship in which one person is a recipient of any kind of payment such as by way of a loan or gift during the immediately preceding twelve months, equivalent to at least 25% of such payer’s annual income but shall exclude relationships in which the payment is based on arm’s length transactions.

  • Material Modifications means any modifications to the material related party transactions which were approved by the Audit Committee or Shareholders during the year which will change the complete nature of the transaction and in case of monetary thresholds which is in excess of 10% of the originally approved transaction, in case of exigencies only.

  • Substantial business relationship means the extent of a business relationship necessary under applicable state law to make a guarantee contract issued incident to that relationship valid and enforceable. A guarantee contract is issued "incident to that relationship" if it arises from and depends on existing economic transactions between the guarantor and the owner or operator.

  • Business activity means that term as defined in section 3(2) of the former single business tax act, 1975 PA 228, or in section 105 of the Michigan business tax act, 2007 PA 36, MCL 208.1105.

  • Potential geologic hazard area means an area that:

  • Material Intellectual Property means Intellectual Property owned by or licensed to a Grantor and material to the conduct of any Grantor’s business.

  • Environmental Authorizations means all licenses, permits, orders, approvals, notices, registrations or other legal prerequisites for conducting the business of the Borrower required by any Environmental Requirement.

  • Material Loss means an uninsured:

  • Material Properties means the material mineral properties and projects of the Corporation and Subsidiaries, more particularly set out in Schedule “B” hereto (which schedule is incorporated into and forms part of this Agreement), including, without limitation, the material mineral properties known as the Twangiza, Lugushwa, Namoya and Kamituga deposits, and each a “Material Property”;

  • Environmental Authorization Any license, permit, order, approval, consent, notice, registration, filing or other form of permission or authorization required under any Environmental Law.