Commingled Contract definition

Commingled Contract means any Contract, whether written or oral, relating both to (i) the Business and (ii) one or more other businesses of Seller or any Affiliate of Seller, but in each case specifically excluding any Contracts related to the provision of Shared Services.
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Commingled Contract means any Contract pursuant to which a Person other than Seller or its Affiliates provides assets, services, rights or benefits to Seller or one or more of its Affiliates in respect of (a) the Business and (b) one or more other businesses of Seller and its Affiliates.
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Commingled Contract means any Contract (other than any Dual-Use Contract) to which any member of Remainco Group is a party and relating to both (a) the Spinco Business and (b) the Remainco Business.
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Examples of Commingled Contract in a sentence

  • If such authorization, approval, consent or waiver is obtained, Seller shall promptly assign, transfer, convey or deliver any such Transferred Asset or, if applicable, that portion of any Commingled Contract, as the case may be, to Buyer or its designee pursuant to Section 2.02(f) at no additional cost.

  • In furtherance of the foregoing, if Seller or any of its Affiliates (other than the Conveyed Companies), on the one hand, or Purchaser or any of its Affiliates (including the Conveyed Companies), on the other hand, receives any benefit or payment which under any Commingled Contract was intended for the other, Seller and Purchaser shall, and shall cause their respective Affiliates to, deliver such benefit or payment to the other party.

  • From and after the Closing, (x) Buyer and its Affiliates shall indemnify and hold harmless Seller and its Affiliates for all Losses arising from or relating to the portion of any Divided Commingled Contract apportioned to the Company and (y) Seller shall indemnify and hold harmless Buyer and its Affiliates (including the Company) for all Losses arising from or relating to the portion of any Divided Commingled Contract apportioned to Seller and its Affiliates.

  • The obligations of the Seller and the Buyer to use reasonable best efforts to secure alternative arrangements shall survive for the shorter of twelve (12) months post-Closing and the duration of the remaining term of the applicable Transferred Contract or Commingled Contract, as applicable.

  • Notwithstanding the foregoing, in the event of any conflict between this Section 1.7(a) and the Transition Services Agreement with respect to any particular Commingled Contract, the Transition Services Agreement shall govern.


More Definitions of Commingled Contract

Commingled Contract means any Contract (regardless of whether included in Purchased Assets) entered into prior to the Closing which is between Seller or any of its Affiliates, on the one hand, and one or more third parties, on the other hand, that directly benefit both (x) any Purchased Assets or the Business, on the one hand, and (y) any Excluded Assets or any business of Seller or its Affiliates other than the Business, on the other hand.
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Commingled Contract has the meaning set forth in Section 4.15.
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Commingled Contract means any Contract to which any member of the SpinCo Group is a party and relating to both (a) the Therapeutics Business and (b) the CGRP Business.
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Commingled Contract means any Contract, whether written or oral, relating both to (a) the Business and (b) one or more other businesses of Seller or any Affiliate of Seller, but in each case specifically excluding any Contracts related to the provision of Shared Services.
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Commingled Contract means any Contract (including IT Contracts) used or held for use in the Business and also in the business of the Seller or its Retained Subsidiaries other than the Business, other than Intellectual Property license agreements.
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Commingled Contract means any contract, contract right, bid, tender, purchase order or other agreement, whether written or oral, relating both to (a) the Business and (b) one or more other businesses of Seller or any Affiliate of Seller.
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Commingled Contract shall have the meaning set forth in Section 2.8.
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