Transferee Party definition

Transferee Party has the meaning set forth in Section 2.1.9.

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Transferee Party. The Party to whom, subject to Regulations 4(7) and 4(9) of TUPE, a Post ▇▇▇▇▇▇’s employment contract transfers, or a Post Holder contends that his or her employment contract transfers, due to a Relevant Transfer.

Transferee Party has the meaning in Clause 32.1;

Examples of Transferee Party in a sentence

• Yes No Name/Address of Transferee Party, if applicable: .................................................................................................................................................

• The Transferring Party shall cooperate in good faith with the Transferee Party, including without limitation by furnishing copies of tax tickets, tax account numbers and other relevant tax information requested by the Transferee Party, in order to ensure that the Transferee Party has the information needed to timely pay the Current Property Taxes that the Transferee Party is required to pay pursuant to this Section 3(c).

• Notwithstanding anything to the contrary in Section 4.10, to the extent not prohibited by applicable Tax Laws, the Seller and the Purchaser agree to treat and report, and to cause their respective Affiliates to treat and report, on their Tax Returns, any Non-Transferred Assets as assets owned by the Transferee Party after the Closing.

• The Transferring Party shall be responsible for the Current Property Taxes to the extent that they are attributable to such Transferred Asset for periods prior to the Asset Transfer Date and the Transferee Party shall be responsible for the Current Property Taxes to the extent that they are attributable to such Transferred Asset for periods on and after the Asset Transfer Date.

• At Closing, in the case of a fire or other casualty, Transferor Party shall give Transferee Party a credit on the Purchase Price equal to the lesser of the estimated cost of restoration or the amount of the deductible.

• If any transfer or assignment of any Non-Transferred Asset under this Section 4.10 is unable to be consummated promptly for any reason, then, insofar as reasonably possible, the Transferor Party retaining such Non-Transferred Asset shall thereafter hold such Non-Transferred Asset for the use and benefit of the Transferee Party entitled thereto.

• Each Transferee Party is duly organized, validly existing and in good standing under the Laws of its state of organization and has the requisite power to own, lease and operate its properties and to carry on its business as now being conducted.

• There is no Action pending or, to the knowledge of the Transferee Parties, threatened against any Transferee Party or any of its affiliates relating to the transactions contemplated by this Agreement or which, if adversely determined, would materially impair the ability of the Transferee Parties to perform their obligations and agreements under this Agreement and the Transferee Ancillary Documents to which they are or will be parties and to consummate the transactions contemplated hereby and thereby.

• The Transferring Party shall reimburse the Transferee Party for (1) the Transferring Party’s pro rata share of any Current Property Taxes that the Transferee Party is obligated to timely pay pursuant to Section 3(c)(i)(A) hereof, and (2) all amounts paid to any Tax Authority by the Transferee Party pursuant to Section 3(c)(i)(B)(y) hereof, in each case, that are shown on such invoice.

• Without limiting the foregoing, the Transferee Party will provide the Transferor Party with all information in the Transferee Party's possession that is reasonably required by the Transferor Party in connection with such reimbursement.

More Definitions of Transferee Party

Transferee Party means (i) CoalCo or the applicable member(s) of the CoalCo Group to which Coal Assets are contributed, assigned, transferred, conveyed or delivered by Parent or applicable members of the Parent Group, pursuant to the Plan of Reorganization set forth in Section 2.1(a) of the Separation and Distribution Agreement, and (ii) Parent or the applicable member(s) of the Parent Group to which Parent Assets are contributed, assigned, transferred, conveyed or delivered by CoalCo or applicable members of the CoalCo Group, pursuant to such Plan of Reorganization; in each case, as applicable.

Transferee Party means (i) SpinCo or the applicable member(s) of the SpinCo Group to which SpinCo Assets are contributed, assigned, transferred, conveyed or delivered by Parent or applicable members of the Parent Group, pursuant to the Plan of Reorganization set forth in Section 2.01(a) of the Separation and Distribution Agreement, and (ii) Parent or the applicable member(s) of the Parent Group to which Parent Business Assets are contributed, assigned, transferred, conveyed or delivered by SpinCo or applicable members of the SpinCo Group, pursuant to such Plan of Reorganization; in each case, as applicable.

Transferee Party has the meaning set forth in Section 8.5(b).

Transferee Party has the meaning set forth in Section 16.1 (Assignment).

Transferee Party means (i) the Major Shareholders, if the Net Share Adjustment is in favour of the Major Shareholders, or (ii) the Investors, if the Net Share Adjustment is in favour of the Investors;