Transfer Obligations. On Completion, the Seller shall procure that the Relevant Sellers shall, and the Purchaser shall procure that the Relevant Purchasers shall, execute and/or deliver and/or make available Local Transfer Documents and take such steps as are required to transfer the Shares and the Group Businesses to the Relevant Purchasers.
Transfer Obligations. Carnegie recognizes that TARM’s and AMM’s transfer obligation with respect to Champinon in Section 1 ends upon the fulfillment of all terms and conditions outlined within Section 1 above. Thereafter, Carnegie is solely responsible for all regulatory, filing and any other requirements necessary to keep Champinon, and related agreements, including ongoing obligations under the Transfer Agreement, in good standing, provided that the stock share conveyance below has been completed.
Transfer Obligations. Immediately upon written notice of termination, -------------------- expiration or cancellation of this Agreement for any reason, VENDOR shall use its commercially reasonable efforts to transfer the Services and otherwise cooperate fully with MCG to transfer such Services, from VENDOR's facilities to MCG or to any third party maintenance or servicing provider designated by MCG in a manner that (i) minimizes the time to complete such transfer, (ii) maintains the highest quality of Services provided, and (iii) minimizes any disruption to customer requirements. Such cooperation shall include, without limitation, the following:
(i) At MCG's election, MCG may require VENDOR to continue to perform all or any portion of the Services for a period not to exceed twelve (12) months (the "Transfer Period") as part of the transfer of MCG's service and maintenance operations out of VENDOR's facilities; provided, that in the -------- event that the automatic renewal of the term of this Agreement does not occur as provided in Section 3(b), VENDOR shall provide the termination assistance under this Section 12 during the remaining term of this Agreement.
(ii) VENDOR shall make available, at the request of MCG, all appropriate employees as consultants during the Transfer Period to assist MCG in transferring the Services from VENDOR to MCG or such third party. VENDOR shall make available the highest skilled support personnel who have performed the Services to train personnel of MCG or such third party.
(iii) VENDOR shall immediately make available to MCG a machine- readable copy of all Customer Data which is in a machine-readable form and which is then in VENDOR's possession or being stored by or on behalf of VENDOR, together with all other copies of any Customer Data that may exist in any form.
(iv) VENDOR shall immediately upon MCG's request begin delivering to MCG or such third party all Technical Documentation, and Loaned Equipment then in VENDOR's possession or being stored by or on behalf of VENDOR, such transfer to be made at such time, and with respect to Parts at such times and in such quantities, to permit the orderly transfer of Services to MCG or such third party while providing VENDOR with all such items for the time and to the extent necessary for VENDOR to continue to perform the Services to the extent that MCG has required VENDOR to so perform as provided in Section 12(a)(i). Preparation and movement of the above mentioned property to VENDOR's shipping docks s...
Transfer Obligations. CONTRACTOR shall coordinate approval from CENTER prior to transferring any patient to any other residential setting unless a transfer is required by the patient's treatment plan or by an emergency, in which case approval for the transfer must be requested within twenty-four (24) hours. Failure to comply with the terms of this paragraph is a material
Transfer Obligations. Supplier’s transfer responsibilities with respect to Disengagement Assistance shall include the following:
Transfer Obligations. On the date of the Extraordinary General Meeting of the shareholders of the Company in connection with the Business Combination, as such meeting date shall be set forth in the proxy statement/prospectus to be delivered by the Company to its shareholders in connection with the Business Combination, the Company shall notify the Sponsors and Sorrento of the number of Ordinary Shares that have been redeemed by the Company’s public shareholders and the resulting number of Warrants to be transferred from the Sponsors to Sorrento pursuant to the terms of this Agreement. In connection with the Transfer, the Sponsors shall take all actions necessary to surrender the Transferred Warrants to the Warrant Agent (as defined in the Warrant Agreement) and cause such Warrant Agent to issue in exchange therefor one or more new Warrants, or book entry positions, in the name of Sorrento, including by execution and delivery by Sponsors of the warrant assignment in substantially the form attached hereto as Exhibit D with such Transfer to be effective as of and contingent upon the Closing. Upon the Transfer of the Transferred Warrants to Sorrento, Sxxxxxxx hereby agrees to be bound by terms of the Warrant Agreement.
Transfer Obligations. Effect a novation of or otherwise transfer to any person obligations of the Grantor which arise under an Agreement or Security or otherwise; and
Transfer Obligations. On Closing, the Seller and Purchaser shall do the following:
2.1.1 The Purchaser shall evidence to the Seller that the Preliminary Purchase Price has irrevocably and unconditionally been transferred to the bank account of the Seller (i) indicated in Clause 3.2 or (ii) notified to the Purchaser in writing in accordance with Clause 15.10.3.
2.1.2 The Purchaser shall deliver to the Seller a declaration in the form of either a public deed or a private deed with full power of evidence as defined by Hungarian law, addressed to the managing directors of the Company, of the purchase of the Business Quota and of the acknowledgment of the provisions of the Company’s deed of foundation as binding on it, as required by section 127(4) of Act 4 of 2006.
Transfer Obligations. In connection with any transfer made pursuant to this Section 2, the Transferring Stockholder, if reasonably requested by the Company, shall furnish the Company with an opinion of counsel, reasonably satisfactory to the Company, that such disposition will not require registration of such shares under the Securities Act of 1933, as amended. It is agreed that the Company will not require opinions of counsel for transactions made pursuant to Rule 144 except in unusual circumstances.
Transfer Obligations. On one or more occasions after issuance of the Permit, Permittee may propose to transfer to another party the ownership of, or responsibility for a Covered Activity on, a portion of the Covered Lands, and the incidental take authority under the Permit applicable to that land or activity. That party could be a public entity, a non- governmental organization, or a commercial enterprise. An application by Permittee for partial transfer of the Permit authorization will be reviewed and approved or denied by the USFWS in accordance with the requirements of 50 C.F.R. Section 13.25(b) and all other applicable law and regulations. Any such approved partial transfer of the Permit authorization shall not allow or authorize any incidental take collectively by Permittee and the transferee beyond the incidental take set forth in the TU MSHCP and authorized in the Permit.
