Transition Items Sample Clauses

Transition Items. The following are items which are currently foreseen as vital matters necessary to the seamless transition following the de-annexation of territory from the City to the Nation:
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Transition Items. The Assumed Liabilities shall become the responsibility of the Purchaser as of the Effective Time (which term is defined in Section 3.1 hereof) Seller and Purchaser hereby agree to the following terms in relation to this transition of responsibility:
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Transition Items. Parties will work with each other to achieve a smooth transition with the goal of limiting any subscription losses and limiting negative impact on DC from changes due to transaction herein and simultaneous Marillion Sale. During the period not exceeding 6 months from the Effective Date, the Parties will develop an agreed plan for technology management, and subject to DC providing necessary resources including contractor hours for the documentation process, NBM will provide reasonable assistance to DC as is practical under the circumstances to put in place procedures consistent with standard operating procedures at technology companies including documenting development activities and regular periodic reporting to the CEO and DC Board of Directors ("Board") on the status of current and planned development activities.
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Transition Items. Middle Bay shall provide assistance and employ such consultants as necessary to assist FOC with filing required tax returns for 1999 (federal and state income and franchise tax returns) for the Xxxxx Programs, FOC, Xxxxx Employees Trust and Xxxxxxxxx X. Xxxxx and to assist FOC and its affiliates and Middle Bay in insuring that payments for Minerals comprising the Acquired Xxxxx Program Assets and the Royalty Interests are made to the proper owners following Closing.
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Transition Items. Parties will work with each other to achieve a smooth transition with the goal of limiting any subscription losses and limiting negative impact on DC from changes due to transaction herein and simultaneous Netbloo Media Sale. Agreement with Xxxxx Xxxxxxx to continue as a contractor to DC at a rate of $5,000 USD per month. Any changes to compensation rate to be discussed with CEO, CFO and Board.
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Transition Items. Seller and Purchaser hereby agree to the following terms in relation to this transition of responsibility after the Closing Date:
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Transition Items. GTAX and Pinnacle agree that they will cooperate with each other to the fullest reasonable extent following the Closing to accomplish the transition tasks set forth on Section 9.10 in an expeditious and business-like manner.
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Transition Items. 2.5.1 Upon the terms and subject to the conditions set forth in this Agreement, on the Effective Date, Aquestive and its Affiliates hereby transfer, assign and deliver to Licensee all of Aquestive’s and its Affiliates’ right, title and interest in and to the (i) Regulatory Approvals, (ii) Regulatory Documentation, (iii) Product Inventory, (iv) the Contracts, if any, set forth on Schedule 2.5.1 (the “Assumed Contracts”), (v) Aquestive and its Affiliates’ complete list of distributors, direct customer lists, indirect customer lists, physician prescriber lists, physician call lists and historical detail frequency, all with respect to the Product, (vi) the Domain Names, and (vii) all existing hard copies and electronic copies of any Marketing Material, with each of the foregoing free and clear of any Liens (collectively the “Transition Items”); provided, however, that Aquestive may retain copies of the Regulatory Documentation or may retain originals of the Regulatory Documentation and provide Licensee with copies in their place.. 2.5.1.1 Within five (5) Business Days of the Effective Date, Aquestive will deliver the dossier transfer letters attached hereto as Exhibit C and Exhibit D to the FDA to effectuate the formal transfer of the Regulatory Approvals (Product NDA and IND) to Licensee, and Licensee will deliver the dossier letters attached hereto as Exhibit E and Exhibit F to the FDA to accept the formal transfer of such Regulatory Approvals. 2.5.1.2 Within five (5) Business Days of the Effective Date, Aquestive will unlock the Domain Names, provide Licensee’s counsel with the authorization codes for the transfers, and approve the transfer requests for the Domain Names. 2.5.1.3 All tangible Transition Items that are not delivered to Licensee electronically will be delivered by Aquestive promptly after the Effective Date (and in any case within sixty (60) days after the Effective Date) to Licensee or its designee or, to the extent that any such Transition Items are located on the Effective Date at the premises of a Third Party, to the Licensee or its designee at such other location where the tangible Transition Items are located as of the Effective Date provided, that Transition Items in Portage on the Effective Date will be delivered as promptly as possible. 2.5.1.4 Shipments of Product Inventory will be made [***]. All Product Inventory purchased pursuant to this Section 2.5 shall be transferred free and clear of all Liens and have a shelf life of not les...
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Transition Items 
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Related to Transition Items

  • Transition Services The Purchasers will provide to the Sellers termination assistance as reasonably requested in order to provide an orderly transition following the termination of the Agreement (or any portion thereof), and the Sellers will provide to the Purchasers reasonable cooperation and assistance in connection therewith. In connection with this transition assistance, the Purchasers and Sellers will reasonably cooperate in the transition of the Services from the Purchasers to any Replacement Provider. With respect to the Serviced Appointments subject to termination, the Sellers shall provide the Purchasers with notice of the effective date (each, a “Transition Effective Date”) of the transition of the Services to a Replacement Provider. Notwithstanding any termination of the Agreement (or any portion thereof) in accordance with this Article II, with respect to the Serviced Appointments subject to termination, the rights and obligations of the parties under the Servicing Agreement shall remain in effect until the applicable Transition Effective Date.

  • Independent Contractor Benefits It is the express intention of the Company and Consultant that Consultant performs the Services as an independent contractor. Nothing in this Agreement shall in any way be construed to constitute Consultant as an employee or entitling Consultant to any of benefits otherwise provided to employees of the Company. Consultant acknowledges and agrees that Consultant is obligated to report as income all compensation received by Consultant pursuant to this Agreement. Consultant agrees to and acknowledges the obligation to pay all self-employment and other taxes on such income.

  • Transition Matters The Consultant shall render such ------------------ services to Purchaser as the Consultant and the President of the Purchaser (or his designee) shall mutually agree with respect to (i) Purchaser and Company business matters relating to the transition period prior to and following the Merger and (ii) integration of the business of the Company with the business of Purchaser.

  • Transition Services Agreement Seller shall have executed and delivered the Transition Services Agreement.

  • Client Responsibilities You are responsible for (a) assessing each participants’ suitability for the Training, (b) enrollment in the appropriate course(s) and (c) your participants’ attendance at scheduled courses.

  • Transition Planning The AGENCY will be responsible for the development of the student’s Transition Plan, which begins upon entry and is completed prior to the student’s exit.

  • Review Systems; Personnel It will maintain business process management and/or other systems necessary to ensure that it can perform each Test and, on execution of this Agreement, will load each Test into these systems. The Asset Representations Reviewer will ensure that these systems allow for each Review Receivable and the related Review Materials to be individually tracked and stored as contemplated by this Agreement. The Asset Representations Reviewer will maintain adequate staff that is properly trained to conduct Reviews as required by this Agreement.

  • Transition Seller will not take any action that is designed or intended to have the effect of discouraging any lessor, licensor, customer, supplier, or other business associate of the Company from maintaining the same business relationships with the Company after the Closing as it maintained with the Company prior to the Closing. The Seller will refer all customer inquiries relating to the business of the Company to the Purchaser from and after the Closing.

  • Transition Plan In the event of termination by the LHIN pursuant to this section, the LHIN and the HSP will develop a Transition Plan. The HSP agrees that it will take all actions, and provide all information, required by the LHIN to facilitate the transition of the HSP’s clients.

  • Transition Procedures Upon the expiration or termination of the Term of this Lease, for whatever reason (other than a purchase of the Leased Property by Lessee), Lessor and Lessee shall do the following (and the provisions of this Section 2.3 shall survive the expiration or termination of this Lease until they have been fully performed) and, in general, shall cooperate in good faith to effect an orderly transition of the management and/or lease of the Hotel:

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