Transferred Rights and Obligations definition

Transferred Rights and Obligations means and include all of the rights of Assignor under the DA that (i) apply exclusively to the Transferred Property, or (ii) apply nonexclusively to the Transferred Property solely to the extent necessary to develop the Transferred Property in accordance with the Assigned Development Rights.
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Transferred Rights and Obligations means the rights of, and the obligations to be performed by, the Transferring Lender in its capacity as a Lender under the Transaction Documents, which rights and obligations cease under clause 2.1 of this certificate and are to be assumed by the Transferee.
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Transferred Rights and Obligations means those rights, obligations, liabilities and other responsibilities which are listed as such in paragraph 2 of Part 1 of Schedule 9, together with any obligations or functions which are ancillary to, or otherwise required to perform or discharge, those obligations, liabilities and other responsibilities;
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Examples of Transferred Rights and Obligations in a sentence

  • It is the intent of LLANY and Reinsurer to effect a novation of both the Coinsurance Agreement and the Modco Agreement with respect to the Transferred Rights and Obligations but not the Retained Indemnification Obligations.

  • Company, Reinsurer, and LLANY agree that such assignment and assumption shall have the force and effect of creating a direct agreement between Company and LLANY with respect to the Transferred Rights and Obligations and that Reinsurer will remain directly liable to Company for the Retained Indemnification Obligations.

  • Furthermore, the parties acknowledge, that subject to obtaining the Authorizations from Clients if any, they hereby assume the obligations with respect to the Transferred Rights and Obligations, including without limitation with respect to the Custody Agreements, and the Labor Liability on the date of execution of this Agreement.

  • Transferor and Transferee each agree to execute and deliver such further instruments, agreements and assurances as may be reasonably requested by the others to evidence and provide for the transfer by Transferor and the assumption by Transferee of the Transferred Rights and Obligations.

  • U.S. Bank, as successor Agent, hereby accepts the appointment as Agent under this Agreement and the other Loan Documents, subject to all the conditions and provisions of this Agreement and the other Loan Documents, and in such capacity accepts and assumes all of the Transferred Rights and Obligations under this Agreement and the other Loan Documents and agrees to be bound by all the terms of this Agreement and the other Loan Documents, such acceptance and assumption to be effective as of the Closing Date.

  • As of the Effective Date, LLANY hereby assumes and agrees to pay, perform and discharge in full all of the Transferred Rights and Obligations of Reinsurer under the Covered Agreements and releases Reinsurer from any and all such liabilities and obligations thereunder so as to result in the substitution of LLANY for Reinsurer in Reinsurer's name, place and stead except with respect to the Retained Indemnification Obligations.

  • As of the Effective Date, Reinsurer hereby assigns and transfers to LLANY all of Reinsurer's right, title, and interest in and to, and delegates all its obligations and duties under, the Covered Agreements other than the Retained Indemnification Obligations which it will retain (the "Transferred Rights and Obligations").

  • Transferee hereby accepts the foregoing transfer and assumes all of the Transferred Rights and Obligations from and after the Effective Date.

  • The Parties agree that compensation for the purchase and sale of the Transferred Rights and Obligations and the Transferred Assets and as payment of the services described in clause Four item (e), shall amount to $850,000,000.00 (eight hundred fifty million Mexican pesos 00/100), (the “Purchase Price”).

  • Transferor hereby transfers and Transferee hereby assumes all of the Transferred Rights and Obligations from and after the Effective Date.


More Definitions of Transferred Rights and Obligations

Transferred Rights and Obligations means the contracts, agreements and commercial relationships to be assigned to the Purchaser, documented in writing or otherwise, with respect to clients and suppliers in connection with the Custody Business, described in Exhibit F, including, without limitation, the rights to collect any fee, commissions, reimbursements, costs, expenses and everything that in fact and by law corresponds, as well as the financial margin generated by the long balances related to the Custody Agreements.
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Related to Transferred Rights and Obligations

  • Permitted Assignees shall have the meaning set forth in Section 3(e) hereto;

  • Permitted Assignment means a Permitted Subsidiary Assignment or a Permitted Third-Party Assignment.

  • Permitted Assign means, for a person that is an employee, executive officer, director or consultant of an issuer or of a related entity of the issuer,

  • Transferred Liabilities has the meaning set forth in Section 2.02(a).

  • prospective assignment means an assignment that is intended to be made in the future, upon the occurrence of a stated event, whether or not the occurrence of the event is certain;

  • Transferred Assets has the meaning set forth in Section 2.1.

  • Transferred Property shall have the meaning specified in Section 2.1(a) hereof.

  • Permitted Assigns means a Transferee of shares of Common Stock that agrees to become party to, and to be bound to the same extent as its Transferor by the terms of, this Agreement.

  • Transferred Asset means each asset, including any Loan Asset and Substitute Loan Asset (including, if any, the Participation thereof), Conveyed by the Seller to the Purchaser hereunder, including with respect to each such asset, all Related Property; provided that the foregoing will exclude the Retained Interest and the Excluded Amounts.

  • Assigned Documents has the meaning assigned to that term in Section 2.12.

  • Permitted Assignee means (a) with respect to a partnership, its partners or former partners in accordance with their partnership interests, (b) with respect to a corporation, its stockholders in accordance with their interest in the corporation, (c) with respect to a limited liability company, its members or former members in accordance with their interest in the limited liability company, (d) with respect to an individual party, any Family Member of such party, (e) an entity that is controlled by, controls, or is under common control with a transferor, or (f) a party to this Agreement.

  • Intellectual Property Matters Agreement shall have the meaning set forth in the Separation and Distribution Agreement.

  • Transition Property means the property right created by a financing order, including without

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

  • Purchaser Affiliate means any affiliate of the Purchaser, including a transferee who is an affiliate of the Purchaser, and any person who controls the Purchaser or any affiliate of the Purchaser within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act; and

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

  • Transferred Intellectual Property means (i) all Intellectual Property Rights owned by the Acquired Companies, (ii) the Transferred Trademarks, (iii) the Transferred Patents, (iv) the Transferred Domains, and (v) all other Intellectual Property Rights owned by Sellers or their respective Affiliates as of the Closing Date that are exclusively used in or are exclusively related to the development, manufacture, marketing, use or sale of the Business Products.

  • Assigned Assets refers to the Technology, all Derivatives, all Intellectual Property Rights, all Embodiments and Business Assets, collectively.

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

  • Conveyed Assets shall have the meaning set forth in Section 2.01.

  • Tag-Along Rights has the meaning set forth in Section 5.2.

  • Non-Assignable Contract means any agreement, contract or license to which any Grantor is a party that by its terms purports to restrict or prevent the assignment or granting of a security interest therein (either by its terms or by any federal or state statutory prohibition or otherwise irrespective of whether such prohibition or restriction is enforceable under Section 9-406 through 409 of the UCC).

  • Retained Assets has the meaning set forth in Section 2.2.

  • Assumed Agreements shall have the meaning as set forth in Section 2.2.

  • Assigned Property means real and related personal property which, in the discretion of the Administrator or his designee, has been made available to the Department for transfer for public health purposes.

  • Assign means to assign, novate, transfer, part possession with, license, charge, mortgage, become trustee of, grant an option or other right over or otherwise deal with or encumber, and “Assignment” and “Assignee” shall have comparable meanings;