Common use of Licence Transfers Clause in Contracts

Licence Transfers. (a) Subject to the provisions of Section 8.7 hereof, to the extent applicable, within two Business Days following Closing, Purchaser shall prepare and, where applicable, electronically submit, to the applicable Governmental Authorities the Licence Transfers (other than in respect of the Excluded Licences), if any, and Vendor or its nominee shall, where applicable, electronically ratify and concur to such Licence Transfers. (b) If a Governmental Authority denies a Licence Transfer because of misdescription or other minor deficiencies in the application, Purchaser shall, as soon as practicable, correct the application and amend and re-submit the Licence Transfer application. Vendor or its nominee shall, where applicable, electronically ratify and concur to such Licence Transfer. (c) If for any reason, a Governmental Authority requires a Party or its nominee: (i) to make a deposit or furnish any other form of security to approve or give effect to a Licence Transfer; or (ii) undertake any corrective action or remedial work, including inspections, tests or engineering assessments, Purchaser shall make such deposit or furnish such other form of security as is required, in accordance with this Section and Section 2.11 or undertake such corrective or remedial work as may be required, at Purchaser’s sole expense. All Licence Transfer processing fees (including any fees required to be paid for expedited service) shall be for Purchaser's account. (d) If a Governmental Authority denies any or all Licence Transfers, it will not derogate in any way from Purchaser's obligation to pay the full Purchase Price to Vendor.

Appears in 5 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement, Asset Purchase Agreement

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