Specified Action definition

Specified Action has the meaning set forth in Section 3.4.2.

Specified Action means any action (including any determination to take no action) with respect to a Serviced Appointment, including any action (or determination to take no action) requiring or permitting the exercise of judgment in connection with decisions between or among alternative courses of action, which may include determinations with respect to the following:

Specified Action shall have the meaning ascribed thereto in Section 1010.

Examples of Specified Action in a sentence

• Notwithstanding anything to the contrary in this Agreement, Xxxxxxx shall be responsible for, and shall indemnify Dover and hold Dover harmless from, any Covered Transaction Tax resulting from a Specified Action of Xxxxxxx or any Xxxxxxx Affiliate, regardless of whether the exception of this Section 4.02(d) is satisfied with respect to such act.

• We are looking mainly for scientific literature published in English or French.

• A covenant by any Obligor to comply with one or more financial covenants only upon the occurrence of a Specified Action (i.e., the requirement to comply with the covenant is dependent upon the Obligor taking a Specified Action).

• Notwithstanding anything to the contrary in this Agreement, Apergy shall be responsible for, and shall indemnify Dover and hold Dover harmless from, any Covered Transaction Tax resulting from a Specified Action of Apergy or any Apergy Affiliate, regardless of whether the exception of this Section 4.02(d) is satisfied with respect to such act.

• The Parties acknowledge and agree that this Article VIII shall not apply to the Specified Action, with respect to which the provisions of Section 8.20 of the Business Disclosure Schedule to the Purchase Agreement shall govern.

More Definitions of Specified Action

Specified Action has the meaning ascribed to such term in Section 4.02(b). “Straddle Period” means any taxable period beginning on or before the Distribution Date and ending after the Distribution Date.

Specified Action means any of the following:

Specified Action means any action (including any determination to take no action) with respect to a Serviced Appointment, including any action (or determination to take no action) requiring or permitting the exercise of judgment in connection with decisions between or among alternative courses of action, which may include determinations with respect to the following: (a) the release or subordination of any lien on assets pledged to secure any Securities; (b) the sale or other disposition of any assets underlying or pledged to secure any Securities; (c) the creation or imposition of any Encumbrance (other than Encumbrances created by the Serviced Corporate Trust Contracts) upon any assets underlying or pledged to secure any Securities; (d) the acceptance of any substitute collateral pledged for or assets underlying any Securities;

Specified Action means to institute or participate in proceedings to have the Company be adjudicated bankrupt or insolvent, or to consent to the institution of bankruptcy or insolvency proceedings against the Company or to file a petition seeking, or to consent to, reorganization, liquidation or relief with respect to the Company under any applicable federal or state law relating to bankruptcy, insolvency, reorganization or dissolution or to consent to the appointment of a receiver, liquidator, assignee, trustee, or sequestrator (or other similar official) of the Company or a substantial part of its property, or to make any assignment for the benefit of creditors of the Company, or to admit in writing the Company’s inability to pay its debts generally as they become due, or, to the fullest extent permitted by law, take action in furtherance of any such action.

Specified Action means any action taken by the Company or any member of the board of directors of the Company (other than discussions among the Acquired Corporations, Parent and their respective Representatives) from which a reasonable person would conclude that the board of directors of the Company does not unanimously support the Merger or does not unanimously believe that the Merger is fair to and in the best interests of the Company’s shareholders (it being understood that the mere public announcement of an Acquisition Proposal in accordance with applicable Legal Requirements shall not, in and of itself, constitute a Specified Action).

Specified Action means any of the following—

Specified Action means the Actions listed on Section 1.1(d) of the Company Disclosure Letter or any other Action substantially related thereto.