U.K. LLP Clause Samples

U.K. LLP. If the Seller does not complete the purchase of all of the U.K. LLP’s assets prior to Closing, then (a) within thirty (30) days after the Closing Date, the Seller shall convey, transfer, assign and deliver to the Purchaser all right, title and interest to all of the Intellectual Property owned by U.K. LLP, including to any New Business System (as such term is defined in the LLP Agreement) and any Intellectual Property Rights as such term is defined in the LLP Agreement) and (b) during the 30-day period after the Closing Date, the U.K. LLP shall not grant to any other Person any license of or right to use, or authorized the retention of any rights to use or joint ownership of, any (i) Intellectual Property owned by U.K. LLP as of the date of this Agreement, including to any New Business System (as such term is defined in the LLP Agreement) or (ii) any Intellectual Property Rights (as such term is defined in the LLP Agreement).
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Related to U.K. LLP

  • Opinions of Financial Advisors The Fund has received the opinion of Wachovia Capital Markets, LLC (“Wachovia”) financial advisor to the Fund, to the effect that, as of the date hereof, the Merger Consideration is fair from a financial point of view to the Partners. The Fund shall promptly deliver a copy of the written opinion of Wachovia to the Company. It is agreed and understood that such opinion is for the sole benefit of the Fund and may not be relied upon by the Company or Acquisition LLC (except by operation of law following the Effective Time) or any other person.

  • Opinion of Financial Advisors The Company has received the opinion or advice of ▇▇▇▇▇▇▇ ▇▇▇▇▇ to the effect that, as of such date, the consideration to be received by holders of shares of Company Common Stock (other than any Buying Entity or any affiliate of any of the Buying Entities) pursuant to the Merger is fair from a financial point of view to such holders.

  • Financial Advisors No Person has acted, directly or indirectly, as a broker, finder or financial advisor for Purchaser in connection with the transactions contemplated by this Agreement and no Person is entitled to any fee or commission or like payment in respect thereof.

  • Opinion of Financial Advisor 27 SECTION 3.18

  • Caucus Upon the request of either party, the negotiation meeting shall be recessed to permit the requesting party a reasonable period mutually agreed upon to caucus.