Material Acquired Contracts definition

Material Acquired Contracts is defined in Section 5.8.
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Material Acquired Contracts means the (a) the Bulk Agreements and Right of Entry Agreements, (b) Seller’s programming agreements which constitute Acquired Contracts pursuant to Section 2.1(d)(vi), (c) any other Acquired Contract that provides for the payment of aggregate annual payments or other consideration (including any penalties explicitly set forth in such Acquired Contract) over the current term of such Acquired Contract to or from Seller in excess of $12,000, (d) any other Acquired Contract, the term of which extends more than 12 months after the Closing Date, and (e) any Acquired Contract, the loss of which would or would reasonably be expected to have a Material Adverse Effect.
Sample 1
Material Acquired Contracts means (A) all Contracts that are required to be listed in Schedule 3.10(a) hereto and (B) all Contracts relating to the Business that are entered into after the date of this Agreement and prior to the Closing Date as permitted in accordance with Section 5.01(b)(iii) that, if entered into prior to the date of this Agreement, would have been required to be listed in Schedule 3.10(a).
Sample 1

Examples of Material Acquired Contracts in a sentence

  • The Seller has not waived, released or relinquished any material rights or remedies arising under any of the Material Acquired Contracts.

  • The Sellers have made available to the Purchaser a true, correct and complete copy of each of the Material Acquired Contracts (including allamendments and modifications thereto); provided, that true, correct and complete copies of all Material Acquired Contracts entered into after the date of this Agreement and prior to the Closing Date shall be delivered to the Purchaser promptly upon execution thereof.

  • Jewsbury, L.N. Johnson, D.R. Newell, M.E.M. Noble, L.Z. Wang, I.R. Hardcastle, 4-Alkoxy-2,6-diaminopyrimidine derivatives: inhibitors of cyclin dependent kinases 1 and 2, Bioorg.

  • The Seller has made available to the Purchaser a correct and complete copy of each of the Material Acquired Contracts (including all amendments and modifications thereto).

  • Schedule 5.4 contains a list of (i) all Consents required in respect of Material Acquired Contracts, and (ii) all Consents required from Governmental Entities (collectively, the “Material Consents”).

  • Seller has provided to Buyer true, correct and complete copies of all Material Acquired Contracts, together with any amendments or modifications thereto.

Related to Material Acquired Contracts

  • Acquired Contracts has the meaning given in Section 2.1(a).

  • Assigned Contracts has the meaning set forth in Section 2.01(c).

  • Transferred Contracts has the meaning ascribed to it in Section 2.1(c).

  • Assumed Contracts has the meaning set forth in Section 2.1(d).

  • Material Acquisition means any (a) acquisition of property or series of related acquisitions of property that constitutes assets comprising all or substantially all of an operating unit, division or line of business or (b) acquisition of or other investment in the Capital Stock of any Subsidiary or any person which becomes a Subsidiary or is merged or consolidated with the Borrower or any of its Subsidiaries, in each case, which involves the payment of consideration by the Borrower and its Subsidiaries in excess of $100,000,000 (or the equivalent in other currencies).

  • Assigned Contract has the meaning set forth in Section 1.5(a).

  • Material Contracts has the meaning set forth in Section 3.09(a).

  • Specified Contracts has the meaning set forth in Section 4.13(a).

  • Assumed Contract means any Executory Contract or Unexpired Lease assumed by the Reorganized Debtors in accordance with Article V of the Plan.

  • Excluded Contracts has the meaning set forth in Section 2.02(a).

  • Shared Contracts means contracts pursuant to which a non-affiliated third party provides material services, Intellectual Property, Software or benefits to Seller or one or more of its Affiliates (including the Acquired Companies) in respect of both the Business and any other business of Seller and its Affiliates (other than the Acquired Companies).

  • Scheduled Contracts has the meaning set forth in Section 4.16.

  • Material Permitted Acquisition means a Permitted Acquisition involving consideration of $300.0 million or greater.

  • Retained Contracts means all contracts, agreements, leases, software licenses, rights, obligations or other commitments of the Company that (a) arise out of or are related exclusively to any business or operation of the Company other than the Business, or (b) arise out of or are related in any way to the Business and which, in the case of both clauses (a) and (b) herein, are not Transferred Contracts.

  • Purchased Contracts has the meaning set forth in Section 2.1.1(a).

  • Seller Contracts means all Contracts (i) relating to the Business under which Seller has or may acquire any rights or benefits, (ii) relating to the Business under which Seller has or may become subject to any obligation or Liability or (iii) by which any of the Purchased Assets or Assumed Liabilities is or may become bound.

  • Required Consents shall have the meaning set forth in Section 4.5.

  • Material Debt means Debt (other than the Notes) of the Company and/or one or more of its Subsidiaries, arising in one or more related or unrelated transactions, in an aggregate principal amount exceeding $100,000,000.

  • Acquired Entities means the Company and the Acquired Subsidiaries.

  • Acquired Entity means any entity acquired by the Company or a Related Company or with which the Company or a Related Company merges or combines.

  • Third Party Contracts means any agreements entered into by the Retailer and/or the Customer with any third parties, such as the Transmission Licensee and the MSSL, to enable the Retailer to retail electricity to Contestable Consumers. For the purposes of this Electricity Agreement, Third Party Contracts shall include, but is not limited to, the Retailer Use of Systems Agreement, the Market Support Services Agreement, and the Power System Operator•Market Participant Agreement (as defined under the Market Rules);

  • Company Material Contracts has the meaning set forth in Section 3.18(a).

  • Project Contracts means collectively this Agreement, the Land Lease Agreement, the Construction Contract, O&M Contracts (if any) and any other material contract (other than the Financing Documents) entered into or may hereafter be entered into by the Concessionaire in connection with the Project;

  • Required Consent has the meaning set forth in Section 4.4.

  • Material Leases has the meaning set forth in Section 4.21.

  • Permitted Acquisition Documents means with respect to any acquisition proposed by the Borrower or any Subsidiary Guarantor, final copies or substantially final drafts if not executed at the required time of delivery of the purchase agreement, sale agreement, merger agreement or other agreement evidencing such acquisition, including, without limitation, all legal opinions and each other document executed, delivered, contemplated by or prepared in connection therewith and any amendment, modification or supplement to any of the foregoing.