Delayed Transfer Assets definition

Delayed Transfer Assets means any Agilent Assets that are expressly provided in this Agreement, the Separation Agreement or any other Ancillary Agreement to be transferred after the date of this Agreement.
Delayed Transfer Assets has the meaning set forth in Section 2.2(a).
Delayed Transfer Assets means any Business Assets that this Agreement or any other Transaction Agreement provides or contemplates are to be transferred to Spinco in connection with the Separation and that require the removal of a Legal Impediment or the receipt of a Consent or Governmental Approval to transfer, which Legal Impediment is not removed or Consent or Governmental Approval is not obtained on or prior to the Distribution Date.

Examples of Delayed Transfer Assets in a sentence

  • Each of the parties hereto agrees that the Delayed Transfer Assets will be assigned, transferred, conveyed and delivered, and the Delayed Transfer Liabilities will be assumed, in accordance with the terms of the agreements that provide for such assignment, transfer, conveyance and delivery, or such assumption, after the date of this Agreement or as otherwise set forth on Schedule 1.1(c).

  • Each applicable member of the Intelligroup Group shall use commercially reasonable efforts to safeguard and preserve the Delayed Transfer Assets until the applicable date of transfer to SeraNova, normal wear and tear excepted.

  • Each of the Parties hereto agrees that the Delayed Transfer Assets shall be assigned, transferred, conveyed and delivered, and any Delayed Transfer Liabilities shall be assumed in accordance with the provisions of Sections 2.02 and 2.03.

  • On the Closing Date, Weyerhaeuser shall use its reasonable best efforts to deliver to Parent (for information purposes only) a schedule setting forth all material Delayed Transfer Assets existing as of the Closing Date.

  • Seller and Buyer will use their commercially reasonable efforts (but without any payment of money by Seller or Buyer) to obtain the consent of the applicable third party for the assignment or transfer of the Delayed Transfer Assets.


More Definitions of Delayed Transfer Assets

Delayed Transfer Assets means any Palm Assets that are expressly provided in this Agreement, the Separation Agreement or any other Ancillary Agreement to be transferred after the date of this Agreement.
Delayed Transfer Assets means any Genworth Assets that are expressly provided in this Agreement or any Transaction Document to be transferred after the Closing Date.
Delayed Transfer Assets means any Newco Assets that this Agreement or any other Transaction Document provides or contemplates are to be transferred to Newco and that require the removal of a Legal Impediment or the receipt of a Consent or Governmental Approval to transfer, which Legal Impediment is not removed or Consent or Governmental Approval is not obtained on or prior to the Contribution Date.
Delayed Transfer Assets has the meaning specified in Section 1.1 of the Master Agreement.
Delayed Transfer Assets means any SeraNova Assets that are expressly enumerated in this Agreement or any Ancillary Agreement to be transferred after the Closing Date.
Delayed Transfer Assets means any Assets (other than Excluded Assets) contemplated by Section 2.5 not transferred on or prior to the Closing Date.
Delayed Transfer Assets. Delayed Transfer Assets" means any MMI Assets that are expressly provided in this Agreement, the Separation Agreement or any other Ancillary Agreement to be transferred after the Separation Date.