Immaterial Contracts means contracts which (i) no party thereto is a physician, physician group or other referral source to a Facility, and is not a third party payor contract and is not a real estate lease and (ii) requires payment by any Party to such --- contract of less than $100,000 per year; and
Immaterial Contracts means contracts, agreements, instruments, letter agreements, or other documents to which the Borrower is a party or any of its properties is bound: (a) that is not within the definition of Major Project Documents or Easement Documents, (b) under which the Borrower could not reasonably be expected to have obligations, liabilities or revenues equal to or in excess of [***] per year, and (c) a termination of which could not reasonably be expected to result in a Material Adverse Effect. [***] Confidential Treatment Requested
Immaterial Contracts means Assumed Contracts that are not Material Assumed Contracts.
Examples of Immaterial Contracts in a sentence
Seller's failure, after making reasonable commercial efforts to obtain consents or waivers for the Material Contracts, the Immaterial Contracts, the Material Rights of Way and the Immaterial Rights of Way, shall not be deemed a breach of this Agreement.
Whereas Shaw emphasizes the extensive scope of the term “Assets,” Shaw neglects to note that the APA definesthe term “Excluded Assets” to encompass “Excluded Contracts,” which are “all Contracts other than Completed Contracts and Immaterial Contracts (i) which are designated as such on Schedule 5.15(b) .
Some combinations refer to a change of topic in a conversation, whereas some others denote the operating of a machine or a device.
Seller shall use good faith (as defined in the Uniform Commercial Code) efforts to effect the proper assignment of the Immaterial Contracts and the Immaterial Rights of Way.
More Definitions of Immaterial Contracts
Immaterial Contracts shall have the meaning set forth in Section 4.13 hereof.
Immaterial Contracts means contracts having a remaining term of less than one (1) year and involving an expenditure of less than US$25,000 in the aggregate for all obligations under any one contract or $1,000,000 for all such contracts.
Immaterial Contracts. Contracts that (i) require the future payment by the Center of $15,000 or less or the future performance by the Center of services having a value of $15,000 or less, or (ii) are terminable by the Center at any time without cause upon notice of 90 days or less, and that require during the period prior to termination the payment of $15,000 or less or the future performance of services having a value of $15,000, provided that Immaterial Contracts shall not include any Contracts described in paragraphs (a) through (g) of Section 3.15;
Immaterial Contracts means all commitments, contracts, leases and agreements, whether written or oral, which relate to such Seller's Facility or its Assets, (a) which (i) may be terminated such Seller within ninety (90) days without cause and without penalty, and which will have a remaining obligation during their term (as of the Closing Date, and not on an annual basis) of Fifty Thousand Dollars ($50,000) or less, to which such Seller is a party or by which such Seller or any of its Assets is bound and (ii) are not with any physician or referral source, family member of a physician or referral source, or entity or entities owned by a physician or referral source or physicians or referral source and/or their family members (regardless of the amounts thereof or termination rights with respect thereto), or (b) which exist as of the Closing but are not listed on Schedule 1.1(i) and, following the Closing, the applicable Buyer elects to assume the rights and obligations thereunder.
Immaterial Contracts. Contracts that (i) require the future payment by any Seller or Subsidiary of $25,000 or less or the future performance by any Seller or Subsidiary of services having a value of $25,000 or less, or (ii) are terminable by any Seller or Subsidiary at any time without cause upon notice of 90 days or less and that require during the period prior to termination the payment of $25,000 or less or the future performance of services having a value of $25,000 or less, provided that, notwithstanding the foregoing, Immaterial Contracts shall not include any Contracts described in paragraphs (a) through (h) of Section 3.18; Indemnified Party: any Person entitled to indemnification under Article 9; Indemnifying Party: any Person obligated to indemnify another Person under Article 9; Indemnity Notice: written notification of a claim for indemnity under Article 9, other than a Third Party Claim, made by an Indemnified Party to an Indemnifying Party pursuant to Section 9.05(b); Initiating Party: defined in Section 10.02; Intellectual Properties: Seller Intellectual Properties and Subsidiary Intellectual Properties; Interim Closing Balance Sheets: the unaudited individual and combined balance sheets of the Hospital Businesses as of the most recent month end available prior to the Closing Date;
Immaterial Contracts. Contracts that (i) require (a) the future payment by or to Sellers of (I) Five Hundred Thousand Dollars ($500,000) or less in the case of any Fixed Price Contract or (II) Seven Hundred Fifty Thousand Dollars ($750,000) or less in the case of Cost Plus Contracts or (b) the future performance by Sellers of services having a value of (I) Five Hundred Thousand Dollars ($500,000) or less in the case of any Fixed Price Contract or (II) Seven Hundred Fifty Thousand Dollars ($750,000) or less in the case of Cost Plus Contracts, or (ii) are terminable by Sellers at any time without cause upon 90 days' notice or less; provided, however, that, notwithstanding the foregoing, Immaterial Contracts shall not include any Contracts set forth on Schedule 3.17 or any Contracts that, pursuant to Section 365 of the Bankruptcy Code, are not assumable or assignable without the consent of the non- debtor parties thereto;
Immaterial Contracts means (a) any oral and written contracts and agreements of any of the Subject Companies which may be canceled within 30 days without penalty or payment by the respective Subject Company, and (b) any Investment Management Agreement.