Associated actions Sample Clauses

The 'Associated actions' clause defines the specific actions or steps that must be taken in connection with a particular event, obligation, or process outlined in the agreement. This clause typically details who is responsible for performing these actions, the timeline for completion, and any conditions that must be met before or after the actions occur. For example, it may require one party to notify the other upon completion of a milestone or to provide documentation as evidence of compliance. Its core practical function is to ensure that all necessary follow-up activities are clearly identified and assigned, thereby reducing ambiguity and helping the parties fulfill their contractual obligations efficiently.
Associated actions. ▇▇▇ and the HEA will increase efforts to ensure that all relevant members of both organisations are familiar with the content of the MoU and that all dealings between the two organisations and with other named parties are conducted in a manner that is consistent with its objectives.
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Associated actions. The organisations will exchange information regarding the reporting and meeting schedules that are agreed in consultation with the ETBs.
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Related to Associated actions

  • Restricted Actions (a) Subject to Section 6.03(b), on or before the two-year anniversary of the Distribution Date, Spinco shall not (and shall cause its subsidiaries not to), in a single transaction or series of transactions: (i) enter into any Proposed Acquisition Transaction or permit any Proposed Acquisition Transaction to occur (whether by (A) redeeming rights under a shareholder rights plan, (B) finding a tender offer to be a “permitted offer” under any such plan or otherwise causing any such plan to be inapplicable or neutralized with respect to any Proposed Acquisition Transaction, (C) approving any Proposed Acquisition Transaction, whether for purposes of Section 203 of the DGCL or any similar corporate statute, or any “fair price” or other provision of Spinco’s charter or bylaws, or (D) amending its certificate of incorporation to declassify its Board of Directors or approving any such amendment, (E) or otherwise); (ii) cause or permit Spinco or any member of the Spinco Pre-Combination Group that was a “controlled corporation” in any Separation Transaction and is identified as a “controlled corporation” on Schedule A, within the meaning of Section 355 of the Code, to merge, consolidate or amalgamate with any other Person or liquidate or partially liquidate; (iii) cause or permit (A) a member of the Spinco Pre-Combination Group whose Active Trade or Business is relied upon in the Tax Opinions/Rulings for purposes of qualifying a transaction as tax-free pursuant to Section 355 of the Code or other Tax Law to cease being engaged in that Active Trade or Businesses, or (B) a member of the Spinco Group to dispose of, directly or indirectly, any interest in a member of the Spinco Pre-Combination Group described in clause (A), other than dispositions to any member of the SAG of Spinco; (iv) other than sales or transfers of inventory in the ordinary course of business, (A) sell all or substantially all of the assets that were transferred to Spinco pursuant to the Contribution or (B) transfer 25% or more of the gross assets of any Active Trade or Business relied upon in any of the Tax Opinions/Rulings for purposes of Section 355(b)(2) of the Code or 25% or more of the consolidated gross assets of the Spinco Pre-Combination Group (such percentages to be measured based on fair market value as of the Distribution Date, as reported in writing by Pluto to Spinco within ninety (90) days of the Distribution Date); (v) redeem or otherwise repurchase (directly or through a member of the Spinco Group) any Spinco Capital Stock, unless: (A) the Ruling includes a ruling substantially to the effect that a redemption or repurchase of Spinco Capital Stock meeting certain conditions will be treated as being made on a pro rata basis from all holders (other than holders specified in the Ruling) for purposes of testing the effect of such redemption or repurchase on the Distribution under Section 355(e), and such redemption or repurchase satisfies such conditions, and (B) either (x) such redemption or repurchase satisfies Section 4.05(1)(b) of Revenue Procedure 96-30 (as in effect prior to its amendment by Revenue Procedure 2003-48), or (y) the Ruling includes a ruling substantially to the effect that a redemption or repurchase meeting certain conditions that does not otherwise satisfy clause (x) hereof will not be evidence that the Distribution was used principally as a device for the distribution of earnings and profits of Pluto or Spinco or both under Section 355(a)(1)(B), and such redemption or repurchase satisfies such conditions); (vi) amend its certificate of incorporation (or other organizational documents), or take any other action, whether through a stockholder vote or otherwise, affecting the voting rights of Spinco Capital Stock (including, without limitation, through the conversion of one class of Spinco Capital Stock into another class of Spinco Capital Stock). (b) Spinco may take, or may cause its subsidiaries to take a Restricted Action if (x) Spinco has received “Legal Comfort” with respect to such Restricted Action or (y) Pluto has waived the requirement to obtain Legal Comfort with respect to such Restricted Action. For this purpose, Spinco has received Legal Comfort if, prior to taking a Restricted Action: (i) Spinco has requested that Pluto obtain a Subsequent Ruling in accordance with Section 6.04 and Pluto has received such a Subsequent Ruling in form and substance satisfactory to Pluto, acting in good faith; or (ii) Spinco has provided Pluto with an Unqualified Tax Opinion in form and substance satisfactory to Pluto, acting in good faith (and in determining whether an opinion is satisfactory, Pluto may consider, among other factors, the appropriateness of any underlying assumptions and management’s representations if used as a basis for the opinion and Pluto may determine that no opinion would be acceptable to Pluto if Pluto does so acting in good faith).

  • LIMITED ACTIVITIES Except for activities in connection with the Offering, the Formation Transactions or in the ordinary course of business, the Operating Partnership and the Operating Partnership Subsidiaries have not engaged in any material business or incurred any material obligations.

  • Prohibited Actions The Company agrees that it will not take any action which would entitle the Warrantholder to an adjustment of the Exercise Price if the total number of shares of Common Stock issuable after such action upon exercise of this Warrant, together with all shares of Common Stock then outstanding and all shares of Common Stock then issuable upon the exercise of all outstanding options, warrants, conversion and other rights, would exceed the total number of shares of Common Stock then authorized by its Charter.

  • Permitted Actions Notwithstanding the foregoing provisions of this Section 3, each Agent, on behalf of itself and the applicable Secured Parties, may: (i) file a claim, proof of claim or statement of interest with respect to the applicable Obligations of such Agent (on behalf of itself and the applicable Secured Parties) in any Insolvency Proceeding with respect to any Loan Party; (ii) take any action not in contravention or violation of the Lien priorities set forth in Section 2 in order to create, perfect, preserve or protect the applicable Lien on the Common Collateral or the International First Lien Collateral, as applicable; (iii) join (but not control) any foreclosure or judicial lien enforcement proceeding with respect to the U.S. Revolver First Lien Collateral initiated by U.S. Revolver Agent, so long as such action would not and would not reasonably be expected to delay or interfere in any respect with the exercise by U.S. Revolver Agent of its rights with respect to the U.S. Revolver First Lien Collateral; (iv) file any necessary responsive or defensive pleadings (including any compulsory counterclaims) in opposition to any motion, claim, adversary proceeding or other pleading made by any Person objecting to or otherwise seeking the disallowance of the claims of the applicable Secured Party, including any claims secured by the Common Collateral or the International First Lien Collateral, as applicable, in each case in accordance with the terms of this Agreement; (v) take any action necessary to prevent the running of any applicable statute of limitations or similar restrictions on claims; (vi) file any pleadings, objections, motions or agreements which assert rights or interests available to unsecured creditors of any Loan Party arising in any Insolvency Proceeding or under any applicable non-bankruptcy law or regulation, in each case, not prohibited by the express terms with the terms of this Agreement; (vii) take any action to seek and obtain specific performance or injunctive relief to compel any Loan Party to comply with (or not violate or breach) any obligation under the U.S. Loan Documents or the International Loan Documents, as applicable, so long as such action is not accompanied by a claim for monetary damages other than reimbursement for any expenditures made to satisfy such obligations or in connection with such litigation; (viii) vote on any plan of reorganization or make any other filings or motions that are, in each case, not prohibited by the express terms of this Agreement; (ix) accelerate any portion of the applicable Obligations of such Secured Party; and (x) engage consultants, valuation firms and investment bankers, and perform or engage third parties to perform audits, examinations and appraisals of the Common Collateral or the International First Lien Collateral, as applicable, for the sole purpose of valuing such Common Collateral or the International First Lien Collateral, as applicable, and not for the purpose of marketing or conducting a sale or disposition of the Collateral such Common Collateral or the International First Lien Collateral, as applicable.

  • Regulated Activities The Company shall not itself, nor shall it cause, permit or allow the Bank or any other of its Subsidiaries to (i) engage in any business or activity not permitted by all applicable laws and regulations, except where such business or activity would not reasonably be expected to have a Material Adverse Effect on the Company, the Bank and/or such of its Subsidiaries or (ii) make any loan or advance secured by the capital stock of another bank or depository institution, or acquire the capital stock, assets or obligations of or any interest in another bank or depository institution, in each case other than in accordance with applicable laws and regulations and safe and sound banking practices.