Transferred Agreement definition

Transferred Agreement means the agreement set forth on Schedule 1.1(f).
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Transferred Agreement has the meaning set forth in Section 5.3.1. [*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
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Transferred Agreement means the Merchandising Agreement, the License Agreement, the exhibition agreement dated 13 February 2015 between a media service provider and Victory Hill Exhibitions, LLC, the Renewal Agreements and the Unexecuted Agreements, provided that the Licence Agreement shall be excluded in the case where the Target has entered into a new license agreement to be entered into between the Company and Marvel Characters prior to the completion of the Asset Transfer.each member of the Vendor's group of companies, and (ii) each of the Managers (other than the liabilities and obligations under the Management Agreements);
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Examples of Transferred Agreement in a sentence

  • As of the date of such Transfer, as between the Transferee and Barclays, this Confirmation shall be deemed to supplement, form a part of, and be subject to the Form ISDA Master Agreement (together, the "Transferred Agreement").

  • There are no existing material defaults or breaches of Seller under any Transferred Agreement (or events or conditions which, with notice or lapse of time or both, would constitute a material default or breach) and, to the Knowledge of Seller, there are no such material defaults (or events or conditions which, with notice or lapse of time or both, would constitute a material default or breach) with respect to any third party to any Transferred Agreement.

  • In the event Purchaser fails to substantially comply with APIL’s obligations under a Transferred Agreement that is not assignable as of the Effective Date or the counterparty to such Transferred Agreement gives notice of a breach or default under such Transferred Agreement in connection with Purchaser’s failure to comply with APIL’s obligations under such Transferred Agreement, then APIL shall have the right to take action to terminate such Agreement.

  • If, however, any required consent or approval is not obtained, unless and until such required consent or approval is obtained, then, as PwCES's sole remedy, the parties shall cooperate with each other in achieving a reasonable alternative arrangement under which PwCES may perform the Services without causing a breach or violation of any Transferred Agreement or any agreement relating to Equifax Software for which a required consent is to be obtained.

  • To the extent permitted by applicable law and by the terms of the applicable Transferred Agreement, APIL shall take or cause to be taken, at Purchaser’s expense, such actions as Purchaser may reasonably request which are required to be taken in order to provide Purchaser with the benefits and burdens of the Transferred Agreements that are not assignable as of the Effective Date.

  • To the extent that any of the Transferred Agreements constitute Irish situated property which is not exempt from stamp duty under section 101 of the Stamp Duties Consolidation Act, 1999, no consideration is allocated to such Transferred Agreement.

  • Seller is not participating in any discussions or negotiations regarding modification of or amendment to any Transferred Agreement or entry into any new material contract applicable to the Business or the Transferred Assets.

  • The parenthesized information indicates the number of the move, whether it is attack ( a ) or response ( r ) and to which move it is attack or response.

  • Seller will use commercially reasonable efforts to obtain, in a form and on terms reasonably acceptable to Purchaser, such written consents, assignments, waivers and authorizations or other certificates from third parties and give such notices to third parties, in each case that are required to consummate the transactions provided for herein and to keep in effect and avoid the breach, violation or termination of any Transferred Agreement (each, an “ Assignment Consent”).

  • To the extent that an order is transferred or assigned to Buyer or its designees or that Buyer or its designees accept a new purchase order from a Current Customer, such order shall be a Transferred Agreement.

Related to Transferred Agreement

  • Assumed Agreements shall have the meaning as set forth in Section 2.2.

  • Excluded Agreements means (i) the Warrant Agreement; and (ii) any stock purchase agreement, options, or other warrants to acquire, or agreements governing the rights of, any capital stock or other equity security, or any common stock, preferred stock, or equity security issued to or purchased by Us or Our nominee or assignee.

  • Specified Agreement is defined in Section 8.1(e) of the Agreement.

  • Transaction Agreement has the meaning set forth in the recitals.

  • 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.

  • hire-purchase agreement means an agreement, other than a conditional sale agreement, under which—

  • Reseller Agreement means the separate agreement between Customer and Reseller regarding the Services. The Reseller Agreement is independent of and outside the scope of This Agreement.

  • Ancillary Agreement has the meaning set forth in the Separation Agreement.

  • Receivables Purchase Agreement means the receivables purchase agreement, dated as of the Closing Date, between AHFC and the Seller, as amended or supplemented from time to time.

  • Transition Agreement has the meaning set forth in Section 12.8.1.

  • Buyer Ancillary Agreements means all agreements, instruments and documents being or to be executed and delivered by Buyer or an Affiliate of Buyer under this Agreement or in connection herewith, including the Escrow Agreement.

  • Seller Ancillary Agreements means all agreements, instruments and documents being or to be executed and delivered by Seller under this Agreement or in connection herewith.

  • MCIP Agreement means the Agreement for the Development of a Joint County Industrial and Business Park (2010 Park) dated as of December 1, 2010, as amended, between the County and Xxxxxxxx County, South Carolina, as the same may be further amended or supplemented from time to time, or such other agreement as the County may enter with respect to the Project to offer the benefits of the Special Source Revenue Credits to the Company hereunder.

  • Formation Agreement has the meaning attributed to it in Recital A;

  • Transferred IP means the intellectual property rights set out in the Asset List.

  • Transferred Assets has the meaning set forth in Section 2.1.

  • 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.

  • TRIPS Agreement means the Agreement on Trade-Related Aspects of Intellectual Property Rights;

  • Transfer Agreement means the agreement providing for a transfer of structured settlement payment rights.

  • Seller Agreements means those agreements between Seller and third parties, including Artists and/or PRO, wherein Seller is entitled to receive the Percentage Interest of all Assets.

  • Purchase Agreement Assignment means that certain Purchase Agreement Assignment [NW 1997 J], dated as of March 18, 1998, between Lessee and Lessor, as the same may be amended, supplemented or modified from time to time, with a form of Consent and Agreement to be executed by the Manufacturer attached thereto.

  • Transfer Document means a document substantially in the form of Exhibit E to the Sale and Servicing Agreement.

  • Company Ancillary Agreements means, collectively, each certificate to be delivered on behalf of the Company by an officer or officers of the Company at the Closing pursuant to Article VII and each agreement or document (other than this Agreement) that the Company is to enter into as a party thereto pursuant to this Agreement.

  • SCM Agreement means the Agreement on Subsidies and Countervailing Measures in Annex 1A to the WTO Agreement;

  • Master Separation Agreement has the meaning set forth in the recitals.

  • Master Transaction Agreement has the meaning set forth in the recitals.