Transition Arrangements definition
Transition Arrangements means, collectively, any Transition Services Agreement, the IP Assignment Agreement (as defined in the Purchase Agreement), the IP Cross-License Agreement (as defined in the Purchase Agreement), each Sublease Agreement (as defined in the Purchase Agreement), the TDP License Agreement (as defined in the Purchase Agreement), in each case, to be entered into on or prior to (or in connection with) the Closing Date, as amended, restated, amended and restated, modified, supplemented or replaced from time to time in a manner not materially adverse to the interest of the Borrower and its Restricted Subsidiaries from time to time.
Transition Arrangements means the transition services and other transitional arrangements between the Parent Group and SpinCo Group pursuant to the Transition Contract Manufacturing Agreements, the Transition Distribution Services Agreements, the Transition Services Agreement, the Intellectual Property Cross License Agreement, the Transitional Trademark Cross License Agreement, the 3M Trademark Use Agreement, the Real Estate License Agreements, the Research and Development Master Services Agreements, the Supply Agreements, and Schedule 1.1(y).
Transition Arrangements means the agreed transition arrangements set out in paragraph 6 of Module A that the Parties may implement during the Contract Transition Period;
Examples of Transition Arrangements in a sentence
This Schedule is to be read in conjunction with Schedule B: Participant Transition Arrangements in Western Australia.
The Parties recognise and support that to be able to operate in the market‑based system envisaged for the NDIS within the timeframes outlined for transition under this Agreement, providers and participants will need to be ready to move to the NDIS system at the point of transition consistent with Schedule B: Participant Transition Arrangements in Western Australia.
The Parties agree that participants should not be put at risk and that the agreed strategy could include changes to Schedule B: Participant Transition Arrangements in Western Australia.
Buyer has received a copy of the Transition Arrangements that Seller established for employees of the Business.
Market, sector and workforce development activities and participant readiness activities in Western Australia will align with Participant Transition Arrangements outlined in Schedule B.
More Definitions of Transition Arrangements
Transition Arrangements means The ▇.▇. ▇▇▇▇▇▇▇▇ Company Performance Materials Transition Arrangements Plan, as disclosed on Schedule 9.2(d).
Transition Arrangements means, collectively, any Transition Services Agreement, the IP Assignment Agreement (as defined in the Sky Purchase Agreement), the IP Cross-License Agreement (as defined in the Sky Purchase Agreement), each Sublease Agreement (as defined in the Sky Purchase Agreement), the TDP License Agreement (as defined in the Sky Purchase Agreement), in each case, to be entered into on or prior to (or in connection with) December 6, 2021, as amended, restated, amended and restated, modified, supplemented or replaced from time to time in a manner not materially adverse to the interest of the Borrower and its Restricted Subsidiaries from time to time. “Transition Services Agreement” means any Transition Services Agreement (as defined in the Sky Purchase Agreement), as amended, restated, amended and restated, modified, supplemented or replaced from time to time in a manner not materially adverse to the interest of the Borrower and its Restricted Subsidiaries from time to time. “Type” means, with respect to a Loan, its character as a Base Rate Loan or a SOFR Loan. “UCC Filing Collateral” has the meaning specified in Section 4.01. “UK Financial Institution” means any BRRD Undertaking (as such term is defined under the PRA Rulebook (as amended form time to time) promulgated by the United Kingdom Prudential Regulation Authority) or any person falling within IFPRU 11.6 of the FCA Handbook (as amended from time to time) promulgated by the United Kingdom Financial Conduct Authority, which includes certain credit institutions and investment firms, and certain affiliates of such credit institutions or investment firms. “UK Resolution Authority” means the Bank of England or any other public administrative authority having responsibility for the resolution of any UK Financial Institution. “Undisclosed Administration” means in relation to a Lender or its direct or indirect parent company the appointment of an administrator, provisional liquidator, conservator, receiver, trustee, custodian or other similar official by a supervisory authority or regulator under or based on the law in the country where such Person is subject to home jurisdiction supervision if applicable law requires that such appointment is not to be publicly disclosed. “Unfunded Pension Liability” means the excess of a Plan’s benefit liabilities under Section 4001(a) of ERISA over the current value of such Plan’s assets, determined in accordance with assumptions used for funding the Plan pursuant to Section 412 of th...
Transition Arrangements has the meaning set forth in Section 8.07(b) below. "WARN Act" has the meaning set forth in Section 8.07(e) below. ARTICLE II
Transition Arrangements means, collectively, any Transition Services Agreement, the IP Assignment Agreement (as defined in the Purchase Agreement), the IP Cross-License Agreement (as defined in the Purchase Agreement), each Sublease Agreement (as defined in the Purchase Agreement), the TDP License Agreement (as defined in the Purchase Agreement), in each case, to be entered into on or prior to (or in connection with) the Closing Date, as amended, restated, amended and restated, modified, supplemented or replaced from time to time in a manner not materially adverse to the interest of the Borrower and its Restricted Subsidiaries from time to time. “Transition Services Agreement” means any Transition Services Agreement (as defined in the Purchase Agreement), as amended, restated, amended and restated, modified, supplemented or replaced from time to time in a manner not materially adverse to the interest of the Borrower and its Restricted Subsidiaries from time to time. “Type” means, with respect to a Loan, its character as a Base Rate Loan or a SOFR Loan. “UCC Filing Collateral” has the meaning specified in Section 4.01. “UK Financial Institution” means any BRRD Undertaking (as such term is defined under the PRA Rulebook (as amended form time to time) promulgated by the United Kingdom Prudential Regulation Authority) or any person falling within IFPRU 11.6 of the FCA Handbook (as amended from
Transition Arrangements. Means the sum of money payable by the Transferor Scheme to the Transferee Scheme in connection with a Bulk Transfer in consideration of which the Transferee Scheme agrees to assume the liability to provide pensions benefits to the Pensionable Trust Employee in place of the Transferor Scheme means a pension scheme of which a Pensionable Trust Employee was a member prior to the transfer of his or her employment pursuant to this Agreement on a Service Transfer Date or at any other time during the course of, or on the expiry or earlier termination of this Agreement where such transfer of employment takes place in connection with and as a consequence of the transfer of responsibility for provision of services to a new Service Provider or to the Commissioner means the agreed transition arrangements set out in Schedule 4 Part 3 that the Parties may implement during the Contract Transition Period;
Transition Arrangements. Reference is hereby made to (i) that certain Lease Agreement dated October 12, 2005, by and between Proha Oyj, a Finland corporation (“Proha Oyj”), and Artemis Finland Corporation, a Finland corporation (“Artemis Finland”) (as amended, modified and/or supplemented from time to time, the “Lease Agreement”), and (ii) that certain Administrative Services Agreement dated as of May 30, 2002, by and between Proha Oyj and Artemis Finland (as amended, modified or supplemented from time to time, the “Administrative Services Agreement”). Between the date hereof and the closing of the Merger, the parties hereto agree to negotiate in good faith and to execute extensions of each of the Lease Agreement and the Administrative Services Agreement, such extensions to be on terms consistent with the terms currently in effect, for such period as shall be reasonably requested by Artemis. In addition, Proha and Artemis agree to enter into, and to cause any other member of the Proha Group and the Artemis Group, as applicable, to enter into, mutually acceptable agreements terminating any (a) joint venture arrangements between any member of the Proha Group and any member of the
Transition Arrangements means, collectively, any Transition Services Agreement, the IP Assignment Agreement (as defined in the Sky Purchase Agreement), the IP Cross-License Agreement (as defined in the Sky Purchase Agreement), each Sublease Agreement (as defined in the Sky Purchase Agreement), the TDP License Agreement (as defined in the Sky Purchase Agreement), in each case, to be entered into on or prior to (or in connection with) December 6, 2021, as amended, restated, amended and