A&P Business definition
Examples of A&P Business in a sentence
Reinsureds shall reimburse Administrator for any out of pocket expenses incurred by Administrator or its Affiliates in connection with any actions undertaken by Administrator at the request of Reinsureds in transitioning the administration of the A&P Business to Reinsureds.
Reclaimed Product shall not, for purposes of this Agreement, be deemed to be AP and the manufacture and sale thereof shall not be deemed to be part of the AP Business.
The obligations of non-competition are included as a part of the purchase of the Assets (which includes the Process) and the AP Business which are currently owned by Seller.
Except as disclosed in Schedule 3.5 of the CNA Disclosure Schedule, since January 1, 2009, the CNA Parties have not been charged with nor, to the Knowledge of the CNA Parties, are now under investigation by a Governmental Authority with respect to, a material violation of any Applicable Law with respect to the A&P Business.
Seller has certain employees identified on Exhibit H hereto assigned to the AP Business.
Except as set forth in Schedule 3.4 of the CNA Disclosure Schedule, as of the date of this Agreement, there are no material outstanding Orders relating to the A&P Business against or involving the CNA Parties by or before any Governmental Authority.
In any negotiations with third parties or any litigation relating to claims of patent infringement or the infringement of other intellectual property rights, which claims relate to the AP Business or the Assets, both Seller and Purchaser shall be entitled to participate, and no agreement, license or settlement shall be entered into with respect to any such claims without the written consent of Purchaser and Seller, which consent shall not be unreasonably withheld.
NICO has conducted its own independent review and analysis of the A&P Business and acknowledges and agrees that the CNA Parties have provided NICO with access to the personnel, properties, premises and Books and Records relating to the A&P Business for this purpose.
Except with respect to the Reserved Right or as otherwise permitted at Sections 15.05 and 15.06, Seller agrees that from the Closing Date, it shall not engage directly or indirectly in any business involving licensing, using, selling or promoting the AP Business nor engage directly or indirectly in the AP Business which Seller has sold to Purchaser pursuant to this Agreement.
It will, by tendering the Purchase Price at Closing, signify it has conducted such investigation and due diligence review with respect to the Assets and AP Business as it deems prudent.