Transfers Not definition

Transfers Not. Effected Prior to the Distribution; Transfers Deemed Effective as of the Distribution Date. To the extent that any transfers contemplated by Article II and V shall not have been consummated on or prior to the Distribution Date, the parties shall cooperate to effect such transfers as promptly following the Distribution Date as shall be practicable. Nothing herein shall be deemed to require the transfer of any Assets or the assumption of any Liabilities which by their terms or operation of law cannot be transferred; provided, however, that the parties hereto and their respective Subsidiaries shall cooperate to seek to obtain any necessary consents or approvals for the transfer of all Assets and Liabilities contemplated to be transferred pursuant to Article II and V. In the event that any such transfer of Assets or Liabilities has not been consummated, from and after the Distribution Date the party retaining such Asset or Liability shall hold such Asset in trust for the use and benefit of the party entitled thereto (at the expense of the party entitled thereto) or retain such Liability for the account of the party by whom such Liability is to be assumed pursuant hereto, as the case may be, and take such other action as may be reasonably requested by the party to whom such Asset is to be transferred, or by whom such Liability is to be assumed, as the case may be, in order to place such party, insofar as is reasonably possible, in the same position as would have existed had such Asset or Liability been transferred as contemplated hereby. As and when any such Asset or Liability becomes transferable, such transfer shall be effected forthwith. The parties agree that, as of the Distribution Date, each party hereto shall be deemed to have acquired complete and sole beneficial ownership over all of the Assets, together with all rights, powers and privileges incident thereto, and shall be deemed to have assumed in accordance with the terms of this Agreement all of the Liabilities, and all duties, obligations and responsibilities incident thereto, which such party is entitled to acquire or required to assume pursuant to the terms of this Agreement.
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Transfers Not. Effected On or Prior to the Effective Time; Transfers Deemed Effective as of the Effective Time.
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Transfers Not. Effected Prior To Effective Time; Transfers Deemed Effective As Of Effective Time.............................................. 9 2.13
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Examples of Transfers Not in a sentence

  • The District will continue to implement this section of the contract and seek teacher input for the building staff realignments during the ten (10) work day period, but the District may proceed under Paragraph D of the Article [Involuntary Transfers Not Caused by Reduction in Staff] after the ten (10) work day period, in the event that cooperative realignment is rejected by one or more employees.

  • Festive Winter Summer/Fall Booking Shared Private Jet Air Transfers Not applicable US$750 per person One Way US$750 per person One Way xxxxxxxxxxxx@xxxxxxx.xxx The Shared Private Jet Service is on a first come first serve basis.

  • Principle of Publicity in Transfers Not Related to Land In essence, the principle of publicity is that all rights and legal relations which may harm or trap an innocent purchaser, or otherwise interfere with the reasonable expectations of persons entering into ordinary every-day transactions, must be made public in some form.

  • Section 1.1 General 2 Section 1.2 References; Interpretation 38 Section 1.3 Effective Time; Suspension 38 ARTICLE II THE SEPARATION Section 2.1 General 38 Section 2.2 Transfer of Assets 39 Section 2.3 Assumption and Satisfaction of Liabilities 40 Section 2.4 Intercompany Accounts 40 Section 2.5 Limitation of Liability 41 Section 2.6 Transfers Not Effected on or Prior to the Effective Time; Transfers Deemed Effective as of the Effective Time 42 Section 2.7 Misdirected Customer Payments and Deductions.

  • Transfers Not Effected Prior to the Distribution; Transfers Deemed Effective as of the Distribution Date..

  • Lande, “Chicago’s False Foundation: Wealth Transfers (Not Just Efficiency) Should Guide Antitrust,” Antitrust Law Journal 58 (1989): 631.

  • Transfers Not Effected Before the Distributions; Transfers Deemed Effective as of the Effective Time.........................................

  • Intergovernmental Transfers Not Itemized ($206,710) ($206,710) ($206,710)9.3 Increase funds to reflect an adjustment in telecommunications expenses.State General Funds $5,780 $5,7809.4 Increase funds to reflect an adjustment in TeamWorks Financials billings.State General Funds $1,580 $1,5809.5 Reduce funds for personnel and operations.

  • D/B/A BEST STOP #4 Docket No. 2010-0452-PST-EPage 2 shall be paid within 30 days after the effective date of this Agreed Order.

  • But see Transfers Not Subject to the Gift Tax and Gifts to Your Spouse, later, for more information on specific gifts that are not taxable.• Certain gifts, called future interests, are not subject to the $15,000 annualexclusion and you must file Form 709 even if the gift was under $15,000.


More Definitions of Transfers Not

Transfers Not. Effected On or Prior to the Date Hereof; Transfers Deemed Effective as of the Date Hereof.
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Transfers Not. Effected as of the Date Hereof. Nothing herein shall be deemed to require the transfer of any Acquired Asset that by its terms or by operation of law cannot be freely transferred or assumed. To the extent that Exxxxxx, Parent or Novacor LLC has been unable to obtain any governmental or any third party consents or approvals required for the transfer of any Acquired Asset and to the extent not otherwise prohibited by the terms of any Acquired Asset, Exxxxxx and Parent shall continue to be bound by the terms of any Acquired Asset and shall pay, perform and discharge fully all of its obligations thereunder from and after the date hereof and Novacor LLC shall assist Exxxxxx and Parent in every manner possible to satisfy such obligations. Exxxxxx and Parent shall exercise or exploit its rights in respect of such Acquired Assets only as reasonably directed by Novacor LLC and at Novacor LLC's expense. Novacor LLC, Exxxxxx and Parent shall continue to use reasonable efforts to obtain all such unobtained consents or approvals at the earliest practicable date; provided, however, Exxxxxx and Parent shall have no obligation to pay or incur any costs in order to obtain any such consents or approvals other than nominal fees or charges related thereto. If and when any such consents or approvals shall be obtained, then Exxxxxx or Parent, as the case may be, shall promptly assign all its rights and obligations thereunder to Novacor LLC without payment of consideration and Novacor LLC shall, without the payment of any consideration therefor, assume such rights and obligations.
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Transfers Not. Effected at or Prior to the Distribution Effective Time;
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Transfers Not. Effected At or Prior to the Distribution; Transfers Deemed Effective as of the Distribution Date 8 Section 2.05 No Representations or Warranties 9 Section 2.06 Conveyancing and Assumption Instruments 10 Section 2.07 Tax Treatment 10
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Related to Transfers Not

  • Permitted Transfers has the meaning set forth in Section 4.2.17(d).

  • transfer of funds means any transaction at least partially carried out by electronic means on behalf of a payer through a payment service provider, with a view to making funds available to a payee through a payment service provider, irrespective of whether the payer and the payee are the same person and irrespective of whether the payment service provider of the payer and that of the payee are one and the same, including:

  • Permitted Transfer has the meaning set forth in Section 10.02.

  • Transfers and “Transferred” have the correlative meanings.

  • Exempt Transfer means, in relation to shares held by a member:

  • Restricted network provision means any provision which conditions the payment of benefits, in whole or in part, on the use of network providers.

  • Transfer Provisions means the provisions of Section 00-00-000 of the FILOT Act, as amended or supplemented from time to time, concerning, among other things, the necessity of obtaining County consent to certain transfers. Any reference to any agreement or document in this Article I or otherwise in this Fee Agreement shall include any and all amendments, supplements, addenda, and modifications to such agreement or document.

  • Restricted Transfer a transfer of Personal Data which is undergoing processing or which is intended to be processed after transfer, to a country or territory to which such transfer is prohibited or subject to any requirement to take additional steps to adequately protect the Personal Data processed under this Agreement for the transfer to be lawful under the Data Protection Legislation;

  • Charities Act means the Charities Act 2011;

  • Permitted Transferee Any Transferee of a Residual Certificate other than a Disqualified Organization or Non-United States Person.

  • Transferred shall have a correlative meaning.

  • Restricted Global Certificate Has the meaning specified in Section 3.01(c).

  • Transfer Restricted Global Notes means Global Notes that bear or are required to bear or are subject to the Restricted Notes Legend.

  • Restricted Global Note means a Global Note bearing the Private Placement Legend.

  • Transfer Restrictions means restrictions that prohibit the sale, exchange, transfer, assignment, pledge, hypothecation, fractionalization, hedge or other disposal (including through the use of any cash-settled instrument), whether voluntarily or involuntarily by the Grantee, of an Award or any shares of Common Stock, cash or other property delivered in respect of an Award.

  • Transfer Any direct or indirect transfer or sale of any Ownership Interest in a Residual Certificate.

  • Transfer Office means the place where the principal register is situate for the time being.

  • Restriction of Use means, in respect of any day, any difference from the normal capability of all or any part of the Routes (where the normal capability of the Routes is expressed in the Applicable Timetable Planning Rules relevant to that day notified to each Timetable Participant on or before D-26) which results in:

  • Regulation S Global Note means a Regulation S Temporary Global Note or Regulation S Permanent Global Note, as appropriate.

  • Restricted Assets means all licenses, permits, franchises, approvals or other authorizations from any Governmental Authority from time to time granted to or otherwise held by the Company to the extent the same constitute “Excluded Assets” under (and as defined in) the Senior Lien Documents or the Junior Lien Documents or are similarly carved out from the granting clause or the collateral thereunder.

  • Transfer Restriction means, with respect to any security or other property, any condition to or restriction on the ability of the holder thereof to sell, assign or otherwise transfer such security or other property or to enforce the provisions thereof or of any document related thereto, whether set forth in such security or other property itself or in any document related thereto or arising by operation of law, including, without limitation, such conditions or restrictions arising under federal, state or foreign laws or under any contracts, arrangements or agreements.

  • Regulation S Permanent Global Certificate means any single permanent global Certificate, in definitive, fully registered form without interest coupons received in exchange for a Regulation S Temporary Global Certificate.

  • Regulation S Permanent Global Note means a permanent Global Note in the form of Exhibit A1 hereto bearing the Global Note Legend and the Private Placement Legend and deposited with or on behalf of and registered in the name of the Depositary or its nominee, issued in a denomination equal to the outstanding principal amount of the Regulation S Temporary Global Note upon expiration of the Restricted Period.

  • Restrictive procedures means the use of physical holding or seclusion of children with disabilities in an emergency. Because the special education director reported the district intends to continue the use of physically holding children with disabilities in an emergency, the district is required to maintain and make publicly accessible a restrictive procedures plan (RPP) for children with disabilities. Minnesota Statute requires that the plan must, at least, list the restrictive procedures the school intends to use; describe how the school will monitor and review the use of restrictive procedures; and include a written description and documentation of the training school personnel completed.

  • Existing Transfer Restrictions means Transfer Restrictions under or arising in connection with (a) any lien routinely imposed on all securities by the Exchange as of the Closing Date, (b) the Reorganization Agreement (excluding the provisions from any amendments, restatements, amendments and restatements, supplements or other modifications to the Reorganization Agreement entered into after the Closing Date either (i) creating additional Transfer Restrictions with respect to LBRDK Shares or (ii) modifying any Transfer Restrictions with respect to LBRDK Shares existing under or arising in connection with the Reorganization Agreement (as in effect on the Closing Date), in each case, that adversely affect the Lenders in any material respect (and, for the avoidance of doubt, any transfer restrictions that exist in the Reorganization Agreement, as in effect on the Closing Date, shall be deemed “Existing Transfer Restrictions”)), (c) the federal securities laws of the United States (as in effect as of the Closing Date) to the extent that Borrower (or, if applicable, a Lender or the Administrative Agent) is deemed or determined to be an “affiliate” (within the meaning of Rule 144 (as in effect on the Closing Date)) of any Issuer as of the Funding Date and (d) the Securities Act solely as a result of the Initial Pledged Shares being “restricted securities” within the meaning of Rule 144 (as in effect as of the Closing Date), including any “holding period” restrictions under Rule 144(d), as of the Funding Date.

  • Regulation S Global Certificate With respect to any Class of Book-Entry Non-Registered Certificates offered and sold to institutions that are non-United States Securities Persons in Offshore Transactions in reliance on Regulation S, a single global Certificate, or multiple global Certificates collectively, in definitive, fully registered form without interest coupon, each of which Certificates bears a Regulation S Legend.