Ancillary Transaction Agreements definition

Ancillary Transaction Agreements means the Patent Assignment Agreement, the ▇▇▇▇ of Sale, the Technology Transfer Plan, the GSK FDA Letter and the Roivant FDA Letter.

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Ancillary Transaction Agreements means this Agreement, the Voting Agreement, the Investor Loans Documentation, the Pre-Closing Restructuring Documentation, the Letter of Direction, the Company IPCo JV Agreements, the License Agreement, and the Post-Closing Agreement Term Sheet.

Ancillary Transaction Agreements means the Funding Commitment Letter and the Encompass Subscription Agreement.

Examples of Ancillary Transaction Agreements in a sentence

• The execution and delivery by Roivant of this Agreement and the Ancillary Transaction Agreements have been duly and validly authorized by all necessary corporate action on the part of Roivant.

• Notwithstanding the preceding sentence, nothing in this Agreement shall restrict or prevent any party from seeking indemnification under any applicable provision of the Purchase Agreement, or any other Ancillary Transaction Agreements (as defined in the Purchase Agreement), provided that no party shall obtain duplicative recoveries.

• Roivant has all requisite corporate power and authority to execute and deliver this Agreement and the Ancillary Transaction Agreements to which Roivant is or will become a party and to perform and consummate the transactions contemplated hereby and thereby.

• The execution, delivery and performance by GSK of this Agreement and the Ancillary Transaction Agreements have been duly and validly authorized by all necessary limited liability company action on the part of GSK.

• GSK has all requisite limited liability company power and authority to execute and deliver this Agreement and the Ancillary Transaction Agreements and to perform and consummate the transactions contemplated hereby and thereby.

• This Agreement, including the Disclosure Schedule hereto and the Ancillary Transaction Agreements, embody the entire agreement of the Parties hereto with respect to the subject matter hereof and supersedes any and all prior agreements with respect thereto, except for any prior confidentiality agreements, which shall survive.

• Except as otherwise provided in this Agreement, each party shall each bear its own costs and expenses incurred in connection with this Agreement and the Ancillary Transaction Agreements and the transactions contemplated hereby and thereby.

• The Products listed on Exhibit A hereto are hereby added to Schedule 8 to the Asset Purchase Agreement and shall be “Products” for all purposes under the Asset Purchase Agreement and the Ancillary Transaction Agreements.

• The Investor represents that the Investor has full legal power and authority to enter into this Purchase Agreement and the Ancillary Transaction Agreements and to purchase the Shares.

• Neither the Seller, and Designated Seller nor any of their Affiliates has knowledge of any fact that may have a material adverse effect on the Commercialisation Business Assets or the transactions contemplated hereby that has not been set forth in this Agreement or Ancillary Transaction Agreements.

More Definitions of Ancillary Transaction Agreements

Ancillary Transaction Agreements means the Supply Agreement, the Initial PO Units Side Letter, the Distribution and Supply Agreement and any other documents entered into pursuant to the foregoing agreements, and this Agreement;

Ancillary Transaction Agreements means all those ancillary transaction agreements and contracts to be concluded between inter alia the Parties or the Development Companies or any of them and which are required or necessary for the full and proper execution and perfection of the transactions provided for in this Agreement, which include: (i) the Formal Share Purchase Agreement for the purposes of filing with Hungarian company court as referred to in § 12.3(a) below, (ii) the Conditional Trademark License Agreement; (ii) the Bank Guarantee; (iii) the Top-Up Guarantee; (iv) the Closing Agent Agreement; (v) the Call Option Agreement; and (vi) the Purchaser’s Security Documents;

Ancillary Transaction Agreements means the Distribution Agreement, the B▇▇▇ of Sale and Assignment, the Assumption Agreement, the Trademark License Agreement and the Transition Services Agreement.