Proposed to be Conducted definition

Proposed to be Conducted means, in respect of the Business, the conduct of the Business as proposed by the Company in the Confidential Information Memorandum dated March 2011 that was provided by the Company to the Buyer to the extent that such conduct occurs in North America or China, but, for the avoidance of any doubt, excludes the conduct of any line of business that is not included in the definition of Business hereunder.
Proposed to be Conducted means the use or conduct in connection with a product that Pictos has in current development but has not yet sold or offered for sale.)

Examples of Proposed to be Conducted in a sentence

To the Knowledge of Seller, Section 4.9(b) of Seller's Disclosure Schedule contains an accurate and complete list of all unregistered Trademarks used in or necessary to conduct the Business, including as conducted at or prior to Closing or as Proposed to be Conducted by Seller, together with a designation of the ownership thereof.

Section 4.9(d) of Seller's Disclosure Schedule contains an accurate and complete list, together with a designation of ownership, of all Software material to the operation of the Business, including as conducted at or prior to Closing or as Proposed to be Conducted by Seller.

Proposed to be Conducted, as used herein, shall include those business activities which are the subject of a formal, written business plan approved by the Board of Directors prior to termination of Employee's employment and which the Company takes material action to implement within 12 months of the termination of Employee's employment.

Similarly, where adoption is permissible, an acquiring corporation or a distributor or transferor corporation may adopt any permissible method of accounting for the taxable year that includes the date of distribution or transfer.

As of the Closing, Seller and its Affiliates do not own or control any Intellectual Property Rights (other than trademarks and domain names subject to the Retained Trademark License Agreement) related to the Business, including as conducted at or prior to Closing or as Proposed to be Conducted by Seller.

The Acquired Technology systems are adequate and, upon the Closing, will be adequate and available (under identical conditions and without payment by Purchasers) for the operation of the Business, including as conducted at or prior to Closing or as Proposed to be Conducted by Seller.

The Target Companies collectively have the requisite corporate power and authority and all necessary permits, authorizations, consents, and approvals of all Governmental Entities to own, lease and operate their Properties and to carry on the Business as now being conducted and as Proposed to be Conducted, except where the failure to have such power, authority and governmental approvals would not, individually or in the aggregate, have a Material Adverse Effect on the Business.


More Definitions of Proposed to be Conducted

Proposed to be Conducted means the use, development, manufacture, marketing, licensing, sale, offering for sale, distribution, or intended use of the ExaScale product, and “Third Party Intellectual Property Rights” means any Intellectual Property owned by a third Person.
Proposed to be Conducted means the Company’s Business with respect to the HAPS-511331 and HAPS-541331 products currently in development and any minor changes to such products.

Related to Proposed to be Conducted

Intimidating, threatening, abusive, or harming conduct means, but is not limited to, conduct that does the following:
Instructions to Consultants (Section 2 of the RFP) means the document which provides shortlisted Consultants with all information needed to prepare their Proposals.
Written Testing-the-Waters Communication means any Testing-the-Waters Communication that is a written communication within the meaning of Rule 405 under the Securities Act.
Restrictive procedures means the use of physical holding or seclusion of children with disabilities in an emergency. Because the special education director reported the district intends to continue the use of physically holding children with disabilities in an emergency, the district is required to maintain and make publicly accessible a restrictive procedures plan (RPP) for children with disabilities. Minnesota Statute requires that the plan must, at least, list the restrictive procedures the school intends to use; describe how the school will monitor and review the use of restrictive procedures; and include a written description and documentation of the training school personnel completed.
Unsafe condition as used in this clause means the actual or potential exposure of contractor or Government employees to a hazardous material as defined in Federal Standard No. 313, and any revisions thereto during the term of this contract, or any other material or working condition designated by the Contracting Officer's Technical Representative (COTR) as potentially hazardous and requiring safety controls.
Solicitation of a romantic relationship means deliberate or repeated acts that can be reasonably interpreted as the solicitation by an educator of a relationship with a student that is romantic in nature. A romantic relationship is often characterized by a strong emotional or sexual attachment and/or patterns of exclusivity, but does not include appropriate educator-student relationships that arise out of legitimate contexts such as familial connections or longtime acquaintance. The following acts, considered in context, may constitute prima facie evidence of the solicitation by an educator of a romantic relationship with a student:
Business Relation means any current or prospective client, customer, licensee, or other business relation of the Company Group, or any such relation that was a client, customer, licensee, supplier, or other business relation within the six (6) month period prior to the expiration of the Employment Period, in each case, to whom I provided services, or with whom I transacted business, or whose identity became known to me in connection with my relationship with or employment by the Company.
Small disadvantaged business concern means a small business concern that represents, as part of its offer that—
Reckless Conduct means conduct where the supplier of the recreational services is aware, or should reasonably have been aware, of a significant risk that the conduct could result in personal injury to another person and engages in the conduct despite the risk and without adequate justification;
Related to the Business means required for, primarily related to, or used primarily in connection with, the Business as conducted by the Sellers as of the date hereof and prior to the Closing.
Detrimental Conduct means, as determined by the Company, the Participant’s serious misconduct or unethical behavior, including any of the following: (a) any violation by the Participant of a restrictive covenant agreement that the Participant has entered into with the Company or an Affiliate (covering, for example, confidentiality, non-competition, non-solicitation, non-disparagement, etc.); (b) any conduct by the Participant that could result in the Participant’s Separation from Service for Cause; (c) the commission of a criminal act by the Participant, whether or not performed in the workplace, that subjects, or if generally known would subject, the Company or an Affiliate to public ridicule or embarrassment, or other improper or intentional conduct by the Participant causing reputational harm to the Company, an Affiliate, or a client or former client of the Company or an Affiliate; (d) the Participant’s breach of a fiduciary duty owed to the Company or an Affiliate or a client or former client of the Company or an Affiliate; (e) the Participant’s intentional violation, or grossly negligent disregard, of the Company’s or an Affiliate’s policies, rules, or procedures; or (f) the Participant taking or maintaining trading positions that result in a need to restate financial results in a subsequent reporting period or that result in a significant financial loss to the Company or an Affiliate.
Investor Relations Activities means any activities, by or on behalf of the Company or a shareholder of the Company, that promote or reasonably could be expected to promote the purchase or sale of securities of the Company, but does not include:
New Working Timetable means, in respect of any day, the version of the Working Timetable for that day provided by Network Rail in accordance with Condition D2.7.1, as amended pursuant to Condition D2.7.4;
Business Condition means the current business, financial condition, results of operations and assets of a corporate entity.
Unprofessional conduct means the same as that term is defined in Sections 58-1-501 and 58-17b-502 and may be further defined by rule.
deliberate forgery means an imitation made with the intention of deceiving as to authorship, origin, date, age, period, culture or source but which is unequivocally described in the catalogue as being the work of a particular creator and which at the date of the sale had a value materially less than it would have had if it had been in accordance with the description;
Abusive conduct means verbal, nonverbal, or physical conduct of a parent or student directed toward a school employee that, based on its severity, nature, and frequency of occurrence, a reasonable person would determine is intended to cause intimidation, humiliation, or unwarranted distress.
Unsolicited Information As defined in Section 12.01(b)(iii).
Competitive solicitation means a formal, advertised procurement process, other than an Invitation to Bid, Request for Proposals, or Invitation to Negotiate, approved by the Board to purchase commodities and/or services which affords vendors fair treatment in the competition for award of a District purchase contract.
Supplier Code of Conduct means business ethical standards contained in Article 13 Chapter 195, Purchasing, of the Toronto Municipal Code;
Sexual excitement means the condition of human male or female genitals when in a state of sexual stimulation or arousal.
Trustworthy System means computer hardware, software and procedures that-
Testing-the-Waters Communication means any oral or written communication with potential investors undertaken in reliance on Section 5(d) of the Securities Act.
SBE Certified Business (or “SBEs”) means a business that meets the criteria set forth in Section 1.07.050 of this chapter and has been certified as meeting that criteria by the Community and Economic Development Department-SBE Program Coordinator.
Solicitor for charitable or religious purposes means any person, firm, corporation or organization who or which solicits contributions from the public, either on the streets of the city or from door to door, business to business, place to place, or from street to street, for any charitable or religious organization, and who does not sell or offer to sell any single item at a cost to the purchaser in excess of ten dollars ($10.00). No organization shall qualify as a "charitable" or "religious" organization unless the organization meets one of the following conditions:
Conduct or "course of conduct" means a single act, two or more acts, a single instance of an action not being taken or of forbearance given, two or more instances of an action not being taken or of forbearance given, or any combination of the foregoing.