Prior Written Approval definition

Prior Written Approval means the prior express written consent of the Company to any Person becoming an Acquiring Person, executed on behalf of the Company by a duly authorized officer of the Company following express approval by action of the Board of Directors, provided that all conditions precedent and subsequent established by the Board of Directors (and not waived by the Board of Directors prior to violation of any such condition) in connection with such approval shall be satisfied.
Prior Written Approval. (as defined in the Rights Agreement) of the acquisition of beneficial ownership of Shares by Parent and its subsidiaries, including Acquisition, pursuant to this Agreement, the Stock Option Agreement, the Support Agreement, the Offer, the Merger and the other transactions contemplated hereby and thereby. Accordingly, (x) none of Parent, Acquisition or any other subsidiary of Parent is an Acquiring Person (as defined in the Rights Agreement) by virtue of the execution of this Agreement, the Stock Option Agreement, the Support Agreement or the consummation of the Offer, the Merger or the other transactions contemplated hereby or thereby and (y) a Distribution Date or a Stock Acquisition Date (as such terms are defined in the Rights Agreement) does not occur by reason of the execution of this Agreement, the Stock Option Agreement, the Support Agreement or the consummation of the Offer, the Merger or the other transactions contemplated hereby or thereby. A correct and complete copy of the Rights Agreement, as amended to date, has been made available to Parent.
Prior Written Approval means the prior express written consent of the Company to any Person becoming an Acquiring Person, executed on behalf of the Company by a duly authorized officer of the Company following express approval by action of the Board of Directors.

Examples of Prior Written Approval in a sentence

  • Prior Written Approval Procedures Subrecipients must complete and submit the City’s Prior Written Approval Request Form (Attachment 2) to their assigned program monitor along with all necessary supporting documentation, to their assigned Program Monitor no less than 30 days before the requested action is to occur.

  • Prior Written Approval The Uniform Guidance lists the following cost items that are allowable only with prior written approval.

  • Those costs requiring advance approval from federal agencies in order to be allowable in accordance with 2 CFR Part 200.407, Prior Written Approval, such as participant support costs, equipment purchases, etc.

  • Work Hours: Monday – Friday 8:00 am to 4:30 pmSaturday/Sunday & Holidays – Work upon Prior Written Approval by Management.

  • Xxx Xxxxxxxxx, XX 00000-00000 Subcontracting‌ Prior Written Approval for TO Work.‌ For each TO that includes a subcontract of $5,000 or more to any one Subcontractor or subcontracts totaling $7,500 or more combined to Subcontractors for a particular TO, the Contractor must obtain the prior written approval of the Manager or designee to use that Subcontractor(s) for that Work.

  • PRIOR WRITTEN APPROVALPrior Written Approval is a written approval by an “authorized official” evidencing prior consent.

  • Prior Written Approval (PWA) from Headquarters (OSRE/Regional Support Division) is required before making an offer or providing settlement language for disbursement of funds from a special account to a PRP.16 There are the different components of a disbursement offer: the timing for making the offer; the amount, if any, for disbursement; and the appropriate disbursement settlement language.

  • Prior Written Approval of the Secretary or his/her designee is required for all covered organ transplant operations.

  • The disbursements for personal services have been approved under the request procedures in rule 7-6 or preauthorized under rule 7-7.7-6 Prior Written Approval by Civil Service Staff7-6.1 ProcedureAn appointing authority may submit to civil service staff a request for approval to make disbursements for personal services outside the classified service.

  • In such cases, independent contractors may be used if the contract meets one or more of the standards in rule 7-3.D. Disbursements to Independent Contractors.Disbursements to an independent contractor for personal services may be made only subsequent to the Civil Service staff determination that the appointing authority’s request meets one or more of the four standards in rule 7-3.E. Prior Written Approval by Civil Service Staff.

More Definitions of Prior Written Approval

Prior Written Approval. ' means approval during the budget and contracting process or, if not included in an approved budget, then by separate written request and subsequent written approval.
Prior Written Approval. , for Parts 2, 3 and 7, means written approval provided by the QBCC to the Insured specifying work approved to be performed, but does not include:

Related to Prior Written Approval

  • Prior Approval means written ap- proval by an authorized official evi- dencing prior consent.

  • HSR Approval means the expiration or early termination of any waiting period, and any extension thereof, applicable to the completion of the transactions contemplated hereby under the HSR Act;

  • Approval means any approval, authorization, consent, qualification or registration, or any waiver of any of the foregoing, required to be obtained from, or any notice, statement or other communication required to be filed with or delivered to, any Governmental Entity or any other Person.

  • Approval or Approved means approval in writing including subsequent written confirmation of previous verbal approval.

  • Approved/Approval means the approval in writing.

  • CPUC Approval means a final and non-appealable order of the CPUC, without conditions or modifications unacceptable to the Parties, or either of them, which contains the following terms:

  • IRB approval means the determination of the IRB that the research has been reviewed and may be conducted at an institution within the constraints set forth by the IRB and by other institutional and federal requirements.

  • Initial approval means authorization to admit students and enter into contractual agreements for clinical facilities. It is granted only after an application has been submitted, reviewed and a survey visit made by the Board. No students shall be admitted to the program until the institution has received written notification that initial approval has been granted. Failure to comply will delay initial approval.

  • Conditional approval means a time-limited status that results when an approved nursing education program has failed to maintain requirements as set forth in this chapter.

  • Concurrent review means utilization review conducted during a patient's hospital stay or course of treatment.

  • Approval Notice means, with respect to any Collateral Obligation, a copy of a notice executed by the Administrative Agent in the form of Exhibit E, evidencing, among other things, the approval of the Administrative Agent, in its sole discretion, of such Collateral Obligation and the applicable Discount Factor, the loan type and lien priority, the Original Leverage Multiple, the Original Effective LTV (if such Collateral Obligation is an Asset Based Loan) and each other item listed in Section 6.2(h).

  • Final Approval in this sense shall mean formal recognition that the Engineering Services have been fully carried out.

  • Required Approval means any approval of the Trading Market or the Company’s stockholders required to be obtained by Company prior to issuing the Securities pursuant to any applicable rules of the Trading Market.

  • Informed consent means a subject's free and voluntary expression of his or her willingness to participate in a particular testing in real world conditions, after having been informed of all aspects of the testing that are relevant to the subject's decision to participate; in the case of minors and of incapacitated subjects, the informed consent shall be given by their legally designated representative;

  • Pre-approval means written notification via a pre-approval letter to Customer that Ameren Illinois has reviewed Customer's Application and determined that the project meets the program eligibility requirements for a maximum pre-approved incentive amount if the project is completed by the estimated completion date and all final application paperwork is submitted and approved.

  • Application Approval Date means the date that the Application is approved by the Board of Trustees of the District and as further identified in Section 2.3.B of this Agreement.

  • Board Approval means the affirmative vote of a majority of the Disinterested Directors of the Company or a unanimous written consent of the Board of Directors of the Company duly obtained in accordance with the applicable provisions of the Company's certificate of incorporation, bylaws and applicable law.

  • FCC Approval means the FCC’s grant of the FCC Applications; provided that the possibility that an appeal, request for stay, or petition for rehearing or review by a court or administrative agency may be filed with respect to such grant, or that the FCC may reconsider or review such grant on its own authority, shall not prevent such grant from constituting FCC Approval for purposes of the Plan.

  • MAA Approval means approval by the EMEA of a marketing authorization application (“MAA”) filed with the EMEA for the applicable Licensed Product under the centralized European procedure. If the centralized EMEA filing procedure is not used, MAA Approval shall be achieved upon the first Approval for the applicable Licensed Product in any two of the following countries: France, Germany, Italy, Spain or the United Kingdom.

  • Final Approval Date means, with respect to the transactions contemplated hereby, the date upon which the last of the following has occurred: (a) all Regulatory Approvals have been obtained; (b) all applicable regulatory notices which are required to be published or given prior to consummation of the transactions contemplated hereby have been published or given; (c) the filing of all applicable regulatory reports; and (d) the expiration of all applicable regulatory comment and waiting periods.

  • Final permit means the version of a permit issued by the Department that has completed all review procedures required by Chapter 14, and for a Class I permit, Chapter 13.

  • Works Approval means this Works Approval numbered W5905/2015/1 and issued under the Act;

  • Requisite Approval means approval by the board of directors of the Corporation, which approval includes approval by at least (i) a majority of the Unaffiliated Independent Directors then in office, (ii) two of the Initial CBS Directors then in office and (iii) two of the Initial Viacom Directors then in office.

  • Development Consent means the consent granted to the Development Application for the Development and includes all modifications made under section 4.55 of the Act.

  • CFIUS Approval means (a) a written notice issued by CFIUS that it has concluded a review or investigation of the notification voluntarily provided pursuant to the DPA, with respect to the transactions contemplated by this Agreement and has terminated all action under Section 721 of the DPA or (b) if CFIUS has sent a report to the President of the United States requesting the President’s decision and (i) the President has announced a decision not to take any action to suspend or prohibit the transactions contemplated by this Agreement or (ii) having received a report from CFIUS requesting the President’s decision, the President has not taken any action after fifteen (15) days from the date the President received such report from CFIUS.

  • Special Approval means approval by a majority of the members of the Conflicts Committee.