Common use of Deferred Transfer Assets Clause in Contracts

Deferred Transfer Assets. (a) If the transfer to any member of the HomeAdvisor Group of any Asset that would otherwise constitute a HomeAdvisor Asset (a “Deferred HomeAdvisor Asset”) or the transfer to any member of the IAC Group of any Asset that would otherwise constitute an Excluded Asset (a “Deferred Excluded Asset,” and together with a Deferred HomeAdvisor Asset, a “Deferred Transfer Asset”) cannot be accomplished without giving rise to a violation of Applicable Law, or without obtaining a Third Party Consent or a Governmental Authorization (collectively, a “Transfer Impediment”) and any such Third Party Consent or Governmental Authorization has not been obtained prior to the Contribution Effective Time, then such Asset shall be dealt with in the manner described in this Section 3.01.

Appears in 3 contracts

Samples: Contribution Agreement (ANGI Homeservices Inc.), Contribution Agreement (ANGI Homeservices Inc.), Agreement and Plan of Merger (Iac/Interactivecorp)

AutoNDA by SimpleDocs

Deferred Transfer Assets. (a) If the transfer to to, or retention by, any member of the HomeAdvisor Match Group of any Asset that would otherwise constitute a HomeAdvisor Match Asset (a “Deferred HomeAdvisor Match Asset”) or the transfer to to, or retention by, any member of the IAC Group of any Asset that would otherwise constitute an Excluded Asset (a “Deferred Excluded Asset,” and together with a Deferred HomeAdvisor Match Asset, a “Deferred Transfer Asset”) cannot be accomplished without giving rise to a violation of Applicable Law, or without obtaining a Third Party Consent or a Governmental Authorization (collectively, a “Transfer Impediment”) and any such Third Party Consent or Governmental Authorization has not been obtained prior to the Contribution Effective Time, then such Asset shall be dealt with in the manner described in this Section 3.01.

Appears in 3 contracts

Samples: Master Transaction Agreement, Master Transaction Agreement (Match Group, Inc.), Master Transaction Agreement (Match Group, Inc.)

AutoNDA by SimpleDocs
Time is Money Join Law Insider Premium to draft better contracts faster.