Business Transfer Agreement. The Business Transfer Agreement dated 31 March 2015 (“BTA”) is valid, subsisting enforceable in accordance with the terms thereof. The transfer of the business as contemplated under the BTA has been fully effected. All conditions required to be fulfilled for the transfer the business in entirety in accordance with the terms of the BTA including fulfilment of any conditions subsequent required to be fulfilled, have been completed other than part of the consideration which remains unpaid. Transferor undertakes that it shall cause the Company to pay the remaining consideration required to be paid by the Company to MMPL under the BTA. Further, Transferor represents and warrants, on a full indemnity basis, to the Transferee that non-payment of the entire consideration in terms of the BTA does not and shall not confer any rights upon MMPL to either revoke the transfers made or make a claim against the Company. .
Business Transfer Agreement. Since incorporation the Purchaser has not conducted any business other than the Pre-Completion Business. The Purchaser having entered into the Business Transfer Agreement has transferred all assets and liabilities to the Subsidiary company which is a party to the Business Transfer Agreement. As a result of transferring all of the assets and liabilities associated with the Pre-Completion Business out of the Purchaser under the terms of the Business Transfer Agreement prior to the Completion Date, as well as assigning all agreements related thereto, the Purchaser has no remaining liabilities or obligations relating to the Pre-Completion Business.
Business Transfer Agreement. 22.1 The Buyer agrees to observe and comply with the provisions of the Business Transfer Agreement to the extent that they refer to Switchgear & Instrumentation Properties Limited including, without limitation, under clause 6 of the Business Transfer Agreement.
22.2 The Seller agrees with the Buyer that the Buyer shall be entitled to access the Retention Sum (as defined in the Business Transfer Agreement) on the same terms as Inhoco 3210 Limited is entitled to do so under clause 6 of the Business Transfer Agreement.
Business Transfer Agreement. No later than September 5, 2014, the Parties shall contact Assuris together to confirm that the proposed structure of the transactions set forth in the draft Business Transfer Agreement and as described in Section 8.23 of the Seller Disclosure Letter (the “Proposed BTA Structure”) will not adversely affect the Assuris coverage relating to those stacking policy arrangements where a policyholder has a Policy with SCDA and a policy with New Branch, each having separate Assuris coverage (the “Assuris Coverage”). If Assuris confirms that the Proposed BTA Structure will not have an adverse effect on the Assuris Coverage, the Purchaser will, and the Parent will cause New Branch to, enter into the Business Transfer Agreement, subject to completing those schedules and exhibits to the Business Transfer Agreement that have not been completed. If Assuris advises that the Proposed BTA Structure will have an adverse effect on the Assuris Coverage, the Parties, acting reasonably and in good faith, will revise the Business Transfer Agreement, with a view to minimizing any amendments to the Business Transfer Agreement as much as possible, to provide for the assumption reinsurance by the Purchaser of all of the policies written or assumed by New Branch that would otherwise have been reinsured thereunder on an assumption reinsurance basis by SCDA.
Business Transfer Agreement. AKORN INDIA PRIVATE LIMITED, a company incorporated under the Act and having its registered office at 101-104, Banaji House, First Floor, Xxxxx Xxxxxxxx, Fort, Mumbai 400 001 (hereinafter referred to as the “Purchaser”, which expression shall, unless repugnant to the context or meaning thereof, mean and include its successors and permitted assigns);
Business Transfer Agreement. Words denoting the singular shall include the plural and words denoting any gender shall include all genders.
Business Transfer Agreement all Trademarks, right to use Licensed Trademark and all other intangible rights in the Business;
Business Transfer Agreement the profits and losses relating to the Business and the Transferred Undertakings on and after the Closing Date;
Business Transfer Agreement all cash or cash equivalents of Seller and its Affiliates, including shares, stocks and bonds, including those pertaining to the Business or Transferred Undertakings;
Business Transfer Agreement. The Parties agree to treat any amounts payable pursuant to this Clause 3.2 as an adjustment to the Unit 1 Consideration.
