Section 3.5 definition

Section 3.5. Annual Financial Statements" Section 3.6 "Applicable Contracts" Section 3.7(d) "Asset Purchase" Section 2.1 "Assumed Liabilities" Section 2.4(a) "Benefit Plans" Section 3.10(a) "Bill of Sale" Section 2.7(b)(i) "Books and Records" Section 2.1(g) "Business" Recitals "Business Systems" Section 3.21(a)
Section 3.5 means the requirements of Section 35 of the Act.
Section 3.5. Buyer SEC Reports" Section 3.4(a) "Buyer Securities" Section 3.2(a) "Buyer Shares" Recitals "Closing" Section 1.4 "Closing Date" Section 1.4 "Closing Date Market Value" Section 1.3(c) "Code" Recitals "Company" Preamble "Company Audited Financial Statements" Section 2.4(a) "Company Benefit Plans" Section 2.14(a) "Company Disclosure Schedules" Article II Preamble "Company Employees" Section 2.14(a) "Company Financial Statements" Section 2.4(a) "Company Permitted Liens" Section 2.5 "Company Unaudited Financial Statements" Section 2.4(a) "Company's Securities" Section 2.2(a) "CSIET" Section 2.11(b)(vi) "Deloitte & Touche" Section 2.4(a) "Determination Date" Section 8.3(c) "Environmental Laws" Section 2.20 "Ernst & Young" Section 3.4(b) "Escrow Agreement" Section 8.5(a) "Escrow Shares" Section 8.5(a) "Exchange Act" Section 3.4(a) "Governmental Authority" Section 2.6 "HSR Act" Section 2.1(f) "Indemnitee" Section 8.3(a) vi.

Examples of Section 3.5 in a sentence

  • The provisions of Section 3.5 and Article IV shall survive any termination.

  • Nothing herein or in the Deposit Agreement shall be interpreted as obligating the Depositary or the Company to ensure compliance with the ownership restrictions described herein or in Section 3.5 of the Deposit Agreement.

  • Nothing herein shall be interpreted as obligating the Depositary or the Company to ensure compliance with the ownership restrictions described in this Section 3.5.

  • Any resignation or removal of the Custodian and appointment of a successor Custodian pursuant to any of the provisions of this Section 3.5 shall become effective upon acceptance of appointment by the successor Custodian.

  • To the extent permitted under the applicable Serviced Corporate Trust Contracts, the Purchasers may perform any of the Serviced Duties through agents, so long as the Purchasers exercise the degree of care required pursuant to Section 3.5 in selecting and supervising any such agents.

  • Where possible, such arrangements shall include entry into agreements containing the provisions set forth in Section 3.5 hereof.

  • Subject to Section 3.5, the Receiver hereby grants to the Assuming Institution an exclusive option for the period of ninety (90) days commencing the day after Bank Closing to purchase any or all owned Bank Premises, including all Furniture, Fixtures and Equipment located on the Bank Premises.

  • The Company agrees that if the Company breaches any of the representations or warranties set forth in this Section 3, and in addition to any other remedies available to the Buyer pursuant to this Agreement and it being considered an Event of Default under Section 3.5 of the Note, the Company shall pay to the Buyer the Standard Liquidated Damages Amount in cash or in shares of Common Stock at the option of the Company, until such breach is cured.

  • Section 3.5 The Part D Explanation of Benefits (the “Part D EOB”): Reports with a summary of payments made for your Part D prescription drugsWhen you use your Part D prescription drug benefits, we will send you a summary report to help you understand and keep track of payments for your Part D prescription drugs.

  • Subject to Section 3.5, the Receiver hereby grants to the Assuming Bank an exclusive option for the period of ninety (90) days commencing the day after Bank Closing to purchase any or all owned Bank Premises, including all Furniture, Fixtures and Equipment located on the Bank Premises.

Related to Section 3.5

  • Section 4(2) shall have the meaning set forth in the recitals of this Agreement.

  • Section 102 means section 102 of the Ordinance and any regulations, rules, orders or procedures promulgated thereunder as now in effect or as hereafter amended.

  • Section 3 means Section 3 of the Housing and Urban Development Act of 1968.

  • Section 302 Requirements Any rules or regulations promulgated pursuant to the Sarbanes-Oxley Act of 2002 (as such may be amended from time to time).

  • Section 385 Expanded Group shall have the meaning set forth in Treasury Regulation Section 1.385-1(c)(4) for an “expanded group”.

  • Article 55 BRRD means Article 55 of Directive 2014/59/EU establishing a framework for the recovery and resolution of credit institutions and investment firms.

  • Section 2 Nonresident BIDDER" means a BIDDERS whose principal place of business is not in this state, but excludes a contractor whose ultimate parent company or majority owner has its principal place of business in this state.

  • Section 504 means section 504 of the Act.

  • Subsection refer to the respective Sections and Subsections of this Agreement, and references to “Exhibit” or “Schedule” refer to the respective Exhibits and Schedules attached hereto; (iii) wherever the word “include,” “includes” or “including” is used in this Agreement, it will be deemed to be followed by the words “without limitation.” All capitalized terms used in this Agreement that are defined in the Purchase Agreement or otherwise defined in Articles 8 or 9 of the Code shall have the meanings assigned to them in the Purchase Agreement or the Code, respectively and as applicable, unless the context of this Agreement requires otherwise. In addition to the capitalized terms defined in the Code and the Purchase Agreement, unless the context otherwise requires, when used herein, the following capitalized terms shall have the following meanings (provided that if a capitalized term used herein is defined in the Purchase Agreement and separately defined in this Agreement, the meaning of such term as defined in this Agreement shall control for purposes of this Agreement):

  • Section 16 means Section 16 of the Exchange Act and the rules promulgated thereunder and any successor provision thereto as in effect from time to time.

  • Paragraph means a portion of this Consent Decree identified by an Arabic numeral or an upper or lower case letter.

  • Section 510(b) Claims means any Claim that is subordinated or subject to subordination under section 510(b) of the Bankruptcy Code, including Claims arising from the rescission of a purchase or sale of a security of the Debtors for damages arising from such purchase or sale, or for reimbursement or contribution Allowed under section 502 of the Bankruptcy Code on account of such a Claim.

  • Section 1110 means 11 U.S.C. Section 1110 of the Bankruptcy Code or any successor or analogous section of the federal bankruptcy law in effect from time to time.

  • Section refers to an Article or a Section, as the case may be, of this Indenture; and

  • Section 1 Purchase Option Exercise Price" Section 1 "Purchase Option Exercise Date" Section 1 "Purchase Option Notice" Section 2.6(a)(ii) "Purchase Option Share Amount" Section 1 "Qualified Daily Trading Limit" Section 1 "Registered" Section 1 "Registrable Securities" Section 1 "Registration Statement" Section 1 "Releases" Section 5.13 "SEC" Section 1 "SEC Documents" Section 5.8 "SEC Filings" Section 1 "Securities Act" Recitals "Selling Period" Section 1 "Selling Period Obligation" Section 1 "Settlement" Section 1 "Settlement Date" Section 1 "Subsidiary" Section 5.3 "Suit" Section 5.18(c) "Tax Return" Section 1 "Taxes" Section 1 "Trading Day" Section 1 "Transfer Agent" Section 1 "Underwriter" Preamble "Underwriter's Clearing Broker" Section 1 "Underwriting Price" Section 1 "Underwriter Sales Notice" Section 2.3(b) "Violations" Section 9.1(a) "VWAP" Section 1 "WARN" Section 5.11 COMMON STOCK UNDERWRITING AGREEMENT ----------------------------------- COMMON STOCK UNDERWRITING AGREEMENT dated as of January 4, 2001 (the "Agreement"), between Ramius Securities, LLC, a limited liability company organized and existing under the laws of the State of Delaware (the "Underwriter"), and Onyx Software Corporation, a corporation organized and existing under the laws of the State of Washington (the "Company").

  • Section 510(b) Claim means any Claim arising from: (a) rescission of a purchase or sale of a security of the Debtors or an Affiliate of the Debtors; (b) purchase or sale of such a security; or (c) reimbursement or contribution allowed under section 502 of the Bankruptcy Code on account of such a Claim.

  • Section 404 means Section 404 of the Sarbanes-Oxley Act of 2002 and the SEC’s rules and regulations promulgated thereunder.

  • This SECURITY [AND ANY SHARES ISSUED UPON EXERCISE OF THIS SECURITY] HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR APPLICABLE STATE SECURITIES LAWS AND MAY NOT BE TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS THE APPLICABLE SECURITY HAS BEEN REGISTERED UNDER THE ACT AND SUCH LAWS OR (1) REGISTRATION UNDER SUCH LAWS IS NOT REQUIRED AND (2) AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY IS FURNISHED UPON REQUEST BY THE COMPANY TO THE EFFECT THAT REGISTRATION UNDER THE ACT AND THE APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED."

  • Paragraph 2 A contract addendum shall provide for compensating the teach- er in an amount equal to his/her daily rate for each full day. Partial days shall be compensated by a prorated amount.

  • Gross beta particle activity means the total radioactivity due to beta particle emission as inferred from measurements on a dry sample.

  • Particle accelerator means any machine capable of accelerating electrons, protons, deuterons, or other charged particles in a vacuum and of discharging the resultant particulate or other radiation into a medium at energies usually in excess of 1 MeV.

  • sentence means the sanction or combination of sanctions imposed by the sentencing court on an offender who is convicted of or pleads guilty to an offense.

  • APA means the American Psychological Association.

  • Section 502(b)(10) changes means changes that contravene an express permit term or condition. Such changes do not include changes that would violate applicable requirements or contravene federally enforceable permit terms and conditions that are monitoring (including test methods), recordkeeping, reporting, or compliance certification requirements.

  • Sectional Plan means the provisional Sectional Plan to be drawn in respect of the Land and Building in terms of the provisions of the Sectional Titles Act and which is to be approved by the Surveyor General;

  • Section 404 Report means management’s report on “internal control over financial reporting” as defined by the SEC and the related attestation report of the independent certified public accountant as described in Section 3(A)(1).