Transferrable Assets definition
Examples of Transferrable Assets in a sentence
The WFOE and/or other entity or individual designated by it shall pay the Transfer Price regarding the Transferrable Assets acquired during each Exercise of Option to the Company.
The Company shall transfer to the WFOE and/or other entity or individual designated by it such Transferrable Assets as requested by the WFOE.
Upon receipt of an Exercise Notice, the Existing Shareholders or the Company shall, based on the Exercise Notice and in the way prescribed in Section 3.4 (applicable to the Equity Transfer Option) or Section 3.6 (applicable to the Asset Purchase Option) of this Agreement, immediately transfer all the Target Equity Interests or the Transferrable Assets to the WFOE and/or other entity or individual designated by it in the number prescribed in the Exercise Notice on a one-off basis.
The Company will use commercially reasonable efforts to negotiate in good faith with prospective counterparties who make bona fide offers with respect to the Potentially Transferrable Assets during the Disposition Period, consummate any Dispositions of the Potentially Transferrable Assets that are successfully negotiated during the Disposition Period and act in good faith with respect to any potential Disposition.
During the Disposition Period, the Company may engage one or more consultants, investment banks and other advisors to assist with the marketing and sale of the Potentially Transferrable Assets and shall fund such expenses up to the amount of the BD CVR Holdback.
For the avoidance of doubt, the Company shall have no obligation to undertake any marketing efforts with respect to the Potentially Transferrable Assets during the Disposition Period, nor shall the Company have any obligation to solicit competing bids or otherwise maximize the value of any Disposition.
Unless approved by the Acting Holders, prior to end of the Disposition Period, the Company shall not, and shall not permit its Affiliates to, grant, assign, transfer or otherwise convey any Potentially Transferrable Assets (including any option to obtain rights) to any third party.
Unless approved by the Special Committee, prior to end of the Disposition Period, the Company shall not, and shall not permit its Affiliates to, grant, assign, transfer or otherwise convey any Potentially Transferrable Assets (including any option to obtain rights) to any third party.
For clarity, if the Potentially Transferrable Assets Dispositions are not completed prior to the Effective Time, the Potentially Transferrable Assets shall be retained by Alcobra.
On and from the Transfer Date all risks except risks arising out of project agreements, if any, in relation to the transferred of the Transferrable Assets shall be deemed to have been transferred to and lie with the Authority.