Previous Transfers Clause Samples
The "Previous Transfers" clause defines how prior assignments, sales, or transfers of rights or interests related to the subject matter of the agreement are treated. Typically, this clause requires the parties to disclose any earlier transfers that could affect the current transaction, such as previous sales of intellectual property or real estate. By clarifying the status of past transfers, the clause helps ensure that the current party has the authority to enter into the agreement and that there are no undisclosed encumbrances or conflicting claims, thereby reducing the risk of future disputes.
Previous Transfers. Each party understands and agrees on behalf of itself and each member of its Group that certain of the Transfers referenced in Section 2.2(b) or Assumptions referenced in Section 2.2(c) have heretofore occurred and, as a result, no additional Transfers or Assumptions by any member of the IP RemainCo Group or Product SpinCo Group, as applicable, shall be deemed to occur upon the execution of this Agreement with respect thereto. To the extent that a member of the IP RemainCo Group or the Product SpinCo Group, as applicable, owns an IP Asset or Product Asset, respectively, as of the Effective Time, there shall be no need for such member to Transfer such Asset in connection with the operation of Section 2.2(b). Moreover, to the extent that a member of the IP RemainCo Group or the Product SpinCo Group, as applicable, is liable for any IP Liability or Product Liability, respectively, at the Effective Time, there shall be no need for such member to Assume such Liability in connection with the operation of Section 2.2(c).
Previous Transfers. Welfare of the employee and school district.
Previous Transfers. In the 12 months preceding the date of this Agreement, Smithfield France and the Subsidiaries have not failed to or incurred any liability for failure to provide information or to consult with employees under any employment legislation.
Previous Transfers. In the 12 months preceding the date of this Agreement, the Business Seller has not been a party to a relevant transfer (as defined in the Employment Regulations) or failed to or incurred any liability for failure to provide information or to consult with employees under any employment legislation.
Previous Transfers. Welfare of the TFT member and School District.