Examples of Ashland Transferred Assets in a sentence
After the Closing, subject to and in accordance with all terms, conditions, restrictions and limitations contained in Section 9.8 of the Asset Transfer and Contribution Agreement among Marathon Company, Ashland and MAP dated as of December 12, 1997, as amended (the “ATCA”), MAP shall direct and control all Remediation Activities (as defined in the ATCA) undertaken in connection with any Ashland Environmental Loss associated with the Ashland Transferred Assets (as such terms are defined in the ATCA).
After the Closing, subject to and in accordance with all terms, conditions, restrictions and limitations contained in Section 9.8 of the Asset Transfer and Contribution Agreement among Marathon Company, Ashland and MAP dated as of December 12, 1997, as amended (the "ATCA"), MAP shall direct and control all Remediation Activities (as defined in the ATCA) undertaken in connection with any Ashland Environmental Loss associated with the Ashland Transferred Assets (as such terms are defined in the ATCA).
Except as set forth in Section 3.4 or Article IX, any Liability for any Claim to the extent related to the Ashland Transferred Assets or the operation or conduct of Ashland’s Business to the extent arising out of acts or omissions occurring prior to or on or after the Closing Date.
Schedule 6.12 to the Ashland Asset Transfer and Contribution Agreement Disclosure Letter sets forth a correct and complete list of all Affiliates of Ashland that are engaged in the conduct and operation of Ashland’s Business or own or lease any Ashland Transferred Assets or have any other rights in respect of any Ashland Transferred Asset.
The Ashland Transferred Assets are being operated by Ashland in compliance with all Applicable Laws and Ashland Material Permits, except as set forth on Schedule 6.6 to the Ashland Asset Transfer and Contribution Agreement Disclosure Letter and except for such non-compliance which would not have and would not reasonably be expected to have, individually (including a series of related non-compliances), a Material Adverse Effect on Ashland’s Business.
Seller shall have performed, in all material respects, each and every obligation contained in this Agreement to be performed by Seller within the time periods applicable thereto.
The Ashland Transferred Assets constitute all property and other rights necessary to enable the Company to operate and conduct Ashland’s Business in substantially the same manner as it is currently being operated and conducted.
Subject to Section 3.6(a), from time to time, Ashland and its Affiliates shall execute and deliver, and record (when appropriate), any and all instruments or other documents of transfer, conveyance and assignment, and take such other action as the Company may reasonably request, as may be necessary or advisable to effect or evidence the transfers of the Ashland Transferred Assets, as and to the extent contemplated hereby.
Except as set forth in Article IX, any Environmental Loss to the extent related to the Ashland Transferred Assets or the operation or conduct of Ashland’s Business and in each case arising out of facts or circumstances existing, or acts or omissions occurring, prior to or on or after the Closing Date.
Ashland shall pay all state Uniform Commercial Code filing fees incurred by Ashland or any Ashland Transferring Entity, the Company or any subsidiary of the Company in connection with any transfer of the Ashland Transferred Assets pursuant to this Agreement.