Non-Transferable Contracts definition

Non-Transferable Contracts shall have the meaning set forth in Section 4.5.

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Non-Transferable Contracts means those agreements that would otherwise constitute "Contracts" within the meaning of Section 2.04 hereof, but for the lack of consent of a third party as required by such agreements.

Non-Transferable Contracts means, as of any date of determination, certain customer agreements that utilize the Fiber Network Assets to deliver Services to the applicable customers thereunder which (i) were not transferred to the Asset Entities on the applicable Closing Date pursuant to the relevant Contribution Agreement and (ii) are owned by the applicable Non-Securitization Entity as of such date of determination.

Examples of Non-Transferable Contracts in a sentence

In the event of any such withdrawal or cancellation, the Parties shall be equally responsible for any penalties or other Losses payable or incurred by either Party or any of its Affiliates under any Transferable Contracts and Non-Transferable Contracts in connection with such withdrawal or cancellation.
Sellers and Purchasers agree that, as of the Closing, Sellers will assign to Purchasers and Purchasers will assume from Sellers (i) all leases set forth on Schedule 3.14 and Schedule 1.4(a)(v) hereto, (ii) the contracts set forth on Schedule 3.18 hereto, together with any and all rights and obligations thereunder, and (iii) the other Assumed Liabilities, except, in each case, with respect to any Non-Transferable Contracts.
SpePharm shall use its Commercially Reasonable Efforts to obtain all necessary consents for the assignment and transfer of the Non-Transferable Contracts to Navidea; provided, however, neither SpePharm nor any of its Affiliates shall be required to commence any litigation or offer or grant any accommodation, financial or otherwise, to obtain such consents.
Sellers agree that until such time as such consents are obtained, or in the event Sellers are unable to obtain all required consents or approvals under any Non-Transferable Contracts, Sellers shall, to the extent practicable without causing a default under or breach of such contracts, pass through to Purchasers the benefits and the obligations arising under such agreements as if such agreements had been assigned to Purchasers pursuant to this Agreement.
The Assets, except for the Excluded Assets and the Non-Transferable Contracts with respect to which Purchasers are unable to obtain the benefits described in Section 11.10 hereof, constitute all the Assets necessary or desirable to design, produce, manufacture, market, sell or distribute the CDI Products.
Purchasers and Sellers shall identify the initial Non-Transferable Contracts in writing at or before the Closing.
Purchasers agree to perform fully the obligations under such Non-Transferable Contracts to the extent Purchasers receive the benefits therefrom.
For the avoidance of doubt, as between Seller and Buyer, except as set forth in this Section 2.7, Non-Transferable Contracts shall be treated as Transferred Contracts for all purposes under this Agreement.

More Definitions of Non-Transferable Contracts

Non-Transferable Contracts means certain customer agreements that utilize the Fiber Network Assets to deliver Services to the applicable customers thereunder which (i) were not transferred to the Asset Entities on the Series 2025-1 Closing Date and (ii) are owned by the applicable Non-Securitization Entity on and after the Series 2025-1 Closing Date.

Non-Transferable Contracts shall have the meaning ascribed to such term in Section 2.7.