Transfer Time has the meaning set forth in Section 4.3(a).
Transferred Technology has the meaning set forth in Section 2.3(a).
Transferred Assets means the assets, rights and properties of the Sellers that the Purchasers shall acquire as of the Closing.
Transferred Property shall have the meaning specified in Section 2.1(a) hereof.
Transferred Trademarks means all Trademarks used in or held for use in, or arising from the Transferred Business and owned by Transferor or its Subsidiaries other than Trademarks bearing the “International Paper” or “IP” names or logos.
Transferred Asset means each asset, including any Loan Asset and Substitute Loan Asset (including, if any, the Participation thereof), Conveyed by the Seller to the Purchaser hereunder, including with respect to each such asset, all Related Property; provided that the foregoing will exclude the Retained Interest and the Excluded Amounts.
SpinCo Assets shall have the meaning set forth in Section 2.2(a).
Transferred Employees has the meaning set forth in Section 6.4(a).
Transferred Shares means all or any portion of a Member’s Shares that the Member seeks to Transfer.
Transferred Equity means the equity interest in the Company which the WFOE has the right to request either of the Company Shareholders to transfer to it or its designated entity or individual in accordance with Article 3 hereof when the WFOE exercises its Equity Transfer Option, the quantity of which may be all or part of the Option Equity and the specific amount of which shall be determined by the WFOE at its sole discretion in accordance with the then-effective PRC Law and based on its commercial consideration.
Remainco Group means RemainCo and its Subsidiaries, other than the SpinCo Group.
Transferring Employees means employees of the Incumbent Contractor who are wholly or mainly assigned to work in the provision of the Service and who are subject of a Relevant Transfer to the Contractor by virtue of the application of the TUPE Regulations.
Transferred Interests has the meaning set forth in the Recitals.
Transferred IP means the intellectual property rights set out in the Asset List.
Transferred Account means each account into which an Account is transferred, provided that (i) such transfer is made in accordance with the Credit Card Guidelines and (ii) such account can be traced or identified as an account into which an Account has been transferred.
Company Service means the Company's email, Internet, security management services provided to End Users for the purposes of conducting Company's internal business.
Transferred Entities means the entities set forth on Schedule 1.5.
Transferred Intellectual Property means (a) all Owned Intellectual Property, (b) all Intellectual Property Licenses, and (c) all Technology owned by or licensed to Sellers that is exclusively used in connection with the conduct of the Business as currently conducted (the foregoing constituting the “Transferred Technology”).
Transferred Interest means, at any time of determination, an undivided percentage ownership interest in (i) each and every then outstanding Receivable, (ii) all Related Security with respect to each such Receivable, (iii) all Collections with respect thereto, and (iv) other Proceeds of the foregoing, which undivided ownership interest shall be equal to the Aggregate Percentage Factor at such time, and only at such time (without regard to prior calculations). The Transferred Interest in each Receivable, together with Related Security, Collections and Proceeds with respect thereto, shall at all times be equal to the Transferred Interest in each other Receivable, together with Related Security, Collections and Proceeds with respect thereto. To the extent that the Transferred Interest shall decrease as a result of a recalculation of the Aggregate Percentage Factor, the Administrative Agent on behalf of the applicable Class Investors shall be considered to have reconveyed to the Transferor an undivided percentage ownership interest in each Receivable, together with Related Security, Collections and Proceeds with respect thereto, in an amount equal to such decrease such that in each case the Transferred Interest in each Receivable shall be equal to the Transferred Interest in each other Receivable.
transfer day means Monday – Friday, to 7:00 p.m., Central Time. Holidays are not included.
Masterworks Shares has the meaning set forth in Section 2.8(c).
Employee Transfer Date means in respect of any particular Transferring Employee the date on which the part of the Services to which they are assigned transfers from the Previous Contractor to the Contractor;
Transferred Employee has the meaning set forth in Section 6.01(a).