AbbVie Letter definition

AbbVie Letter means a letter, in the form set out in Schedule 3, addressed to the Panel and signed on behalf of AbbVie;
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AbbVie Letter means a letter, in the form set out in Schedule 3, addressed to the Panel and signed on behalf of AbbVie; “AbbVie Letter Condition” has the meaning given in Clause 1.1(A);
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AbbVie Letter means a letter, in the form set out in Schedule 3, addressed to the Panel and signed on behalf of AbbVie; “AbbVie Letter Condition” has the meaning given in Clause 1.1(A); “AbbVie Non-disclosure Agreement” means the non-disclosure agreement dated 15 July 2014 between AbbVie and Shire in connection with the Proposed Merger; “AbbVie’s Solicitors” means Xxxxxxx Xxxxx Freehills LLP of Xxxxxxxx Xxxxx, Xxxxxxxx Xxxxxx, Xxxxxx XX0X 0XX; “Agents” means directors, officers, employees and professional advisers; “Break Fee” means US$1,635,410,676; “Business Day” means a day (not being a Saturday) on which banks are open for general banking business in Jersey and the City of London; “Co-operation Agreement” has the meaning given in Recital (A); “Delaware Merger Agreement” means the agreement and plan of merger between AbbVie, AbbVie Private Limited and AbbVie Ventures LLC dated 18 July 2014; “Irrevocable Undertakings” means the irrevocable undertakings dated 17 or 18 July 2014 given by each of the Shire Directors who hold shares in Shire; “Panel” means the Panel on Takeovers and Mergers; “Panel Confirmation Condition” has the meaning given in Clause 1.1(C); “Proposed Merger” means the proposed combination of the AbbVie Group and the Shire Group, which was to proceed by way of a scheme of arrangement under Article 25 of the Companies (Jersey) Law 1991 and a merger pursuant to the Delaware General Corporation Law and the Delaware Limited Liability Act, as more particularly described in the joint press announcement issued by the Parties on 18 July 2014; “Shire Account” means the bank account corresponding to the following details: Bank: Citibank N.A. London Bank Address: Citigroup Xxxxxx, Xxxxxx Xxxxx, Xxxxxx X00 0XX 9 Account Name: Shire plc Account Number: 00000000 Swift Code: XXXXXX0X IBAN: XX00XXXX00000000000000 Correspondent Bank: Citibank N.A., New York Correspondent Swift: XXXXXX00 – with separate cover message (MT202COV); “Shire Directors” means the directors of Shire from time to time, and “Shire Director” shall be construed accordingly; “Shire Group” means Shire and its subsidiary undertakings and associated undertakings from time to time, and “member of the Shire Group” shall be construed accordingly; “Shire Letter” means a letter, in the form set out in Schedule 2, addressed to the Panel and signed on behalf of Shire; “Shire Letter Condition” has the meaning given in Clause 1.1(B); “Shire Non-disclosure Agreement” means the non-disclosure agreement dated 10 J...
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Examples of AbbVie Letter in a sentence

  • Without prejudice to the generality of the foregoing sentence, AbbVie shall procure that the AbbVie Letter is delivered to the Panel promptly after the execution of this Agreement.

  • AbbVie shall use all reasonable endeavours to procure the satisfaction of the AbbVie Letter Condition as soon as reasonably practicable following the execution of this Agreement.

  • Each of AbbVie and Shire shall use all reasonable endeavours to procure (to the extent it is able) the satisfaction of the Panel Confirmation Condition as soon as reasonably practicable following the satisfaction of the AbbVie Letter Condition and the Shire Letter Condition.

Related to AbbVie Letter

  • Mandate Letter has the meaning ascribed to it in the Memorandum of Understanding between MOHLTC and the LHIN, and means a letter from the Minister to the LHIN establishing priorities in accordance with the Premier’s mandate letter to the Minister.

  • Third Party Agreement means an agreement with an Underwriting Third Party and/or a Claims Third Party.

  • License Agreement means the agreement between SAP (or an SAP SE Affiliate, or an authorized reseller) under which Customer procured the rights to use SAP Software or a Cloud Service.

  • Cross License Agreement means that certain Cross License Agreement between and among Medarex, Cell Genesys, Inc., Abgenix, Inc., Xenotech, L.P. and Japan Tobacco Inc., dated March 26, 1997.

  • UCC Filing Authorization Letter means a letter duly executed by each Loan Party authorizing the Agent to file appropriate financing statements on Form UCC-1 without the signature of such Loan Party in such office or offices as may be necessary or, in the opinion of the Agent, desirable to perfect the security interests purported to be created by each Security Agreement, each Pledge Agreement and each Mortgage.

  • Company License Agreements means any license agreements granting any right to use or practice any rights under any Intellectual Property (except for such agreements for off-the-shelf products that are generally available for less than $25,000), and any written settlements relating to any Intellectual Property, to which the Company is a party or otherwise bound; and the term “Software” means any and all computer programs, including any and all software implementations of algorithms, models and methodologies, whether in source code or object code.

  • Tri-Party Agreement shall have the meaning set forth in Section 6.4 hereof.

  • Technology License Agreement means the Technology License Agreement dated as of the date hereof between Allergan and ASTI.

  • SPS Agreement means the Agreement on the Application of Sanitary and Phytosanitary Measures which is a part of the WTO Agreement; Subheading means the first six digits in the tariff classification number under the HS; Territory means:

  • TRIPS Agreement means the Agreement on Trade-Related Aspects of Intellectual Property Rights;

  • Private Letter Ruling shall have the meaning set forth in the Recitals.

  • Undertaking Letter The letter in substantially the form set forth in Exhibit C of the Trust Agreement.

  • Sublicense Agreement means any agreement or arrangement pursuant to which Licensee (or an Affiliate or Sublicensee) grants to any third party any of the license rights granted to the Licensee under the Agreement.

  • Licensing Agreement means a commercial agreement between a design approval holder and a production approval holder (or applicant) formalizing the rights and duties of both parties to use the design data for the purpose of manufacturing the product or article.

  • Side Letter means any side letter executed by an Investor with any Borrower or the Investment Adviser with respect to such Investor’s rights and/or obligations under its Subscription Agreement and any other applicable Operative Document.

  • Patent Assignment Agreement means the Patent Assignment Agreement attached hereto as Exhibit G.

  • Manufacturing Agreement has the meaning set forth in Section 2.6.

  • Regulatory Services Agreement means the agreement between BSEF and the Regulatory Services Provider whereby the Regulatory Services Provider provides market surveillance and trade practice surveillance functions as well as other compliance related services to the SEF operated by BSEF.

  • Exclusivity Agreement , in relation to land, means an agreement, by the owner or a lessee of the land, not to permit any person (other than the persons identified in the agreement) to construct a solar pv station on the land;”;

  • Client Agreement means the agreement between the Company and the Client, which together with the Terms of Business are defined as “Operative Agreements” and govern the terms on which the Company deals with the Client.

  • Pharmacovigilance Agreement has the meaning set forth in Section 4.3.

  • Quality Agreement has the meaning set forth in Section 9.6.

  • Technology Transfer Agreement has the meaning given in Section 2.2(e).

  • Confirmation Letter means a letter issued by any applicable Rating Agency to the effect that neither (a) the resignation of Provident as Servicer under the Servicing Agreement and appointment of Litton as successor Servicer thereunder, nor (b) the amendments exxxxxxated by this Agreement, will adversely affect the then current ratings on the Certificates then being rated.

  • Xxxxxx Agreement means that certain Contingent Stock Agreement, effective as of January 1, 1996, by The Xxxxx Company in favor of and for the benefit of the Holders (named in Schedule I thereto) and the Representatives (therein defined), as amended.

  • Welcome Letter means the document entitled “welcome letter” containing important details about this group policy;