Assumed Rights and Obligations definition

Assumed Rights and Obligations has the meaning given to it in Section 3.3.
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Assumed Rights and Obligations means, collectively, the Phase I Assumed Rights and Obligations and the Flood Plain Improvements Rights and Obligations.
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Examples of Assumed Rights and Obligations in a sentence

  • OtherIf after the execution of this Agreement it turns out that any of the rights and obligations to be assumed are difficult to be assumed due to legal or other regulatory reasons (including the case where it turns out that such assumption will result in the Splitting Company or the Succeeding Company incurring an unexpected contribution), the Splitting Company and the Succeeding Company may consult with each other as needed and agree to change the Assumed Rights and Obligations.

  • The Succeeding Company shall assume liabilities among the Assumed Rights and Obligations from the Splitting Company by means of concomitant assumption of liabilities.

  • The Successor Company will bear the costs of registry, registration, notification, and other procedures required for the transfer and/or perfection of transfer of the Assumed Rights and Obligations associated with the Ube Industries Absorption-Type Company Split.

  • The assets and liabilities of the Assumed Rights and Obligations will be determined by adding or subtracting any increases or decreases up to the Effective Date defined in Article 6 to or from the “Detailed List of Assumed Rights and Obligations” that was made based on NTV’s balance sheet as of March 31, 2012 and other calculations as of March 31, 2012.

  • Acquiring Company shall pay to Splitting Company 1 billion and 850 million Japanese Yen as the consideration for the Assumed Rights and Obligations (However, the difference between the amount of the net assets of the Assumed Rights and Obligations on the Effective Date calculated based upon US GAAP and JPY 355,095,000 shall be increased or decreased).

  • The incorporated company shall assume the assets, debts, contracts and other rights and obligations shown in Attachment 2 "Details of Assumed Rights and Obligations" from G.taste, G.networks and SAKAI on the date of conclusion (defined in Article 6; hereinafter the same).

  • TEIJIN FIBERS shall transfer and Teijin shall assume as of the Effective Day the assets, obligations, agreements, employment agreements, and any other rights and obligations (details of which are set forth in the Detailed Statement of Assumed Rights and Obligations Relating to the Assumed Business ), based upon the balance sheet as of March 31, 2012 and calculations as of such date, and reflecting any increases and decreases up to the day preceding the Effective Day.

  • The New company will assume from the Company at the time of the Corporate Split the assets, debts, employment contracts and other rights and obligations (hereafter, “Rights and Obligations”) described in Attachment 2 -- Statement of Assumed Rights and Obligations.

Related to Assumed Rights and Obligations

  • Assumed Obligations has the meaning specified in Section 2.2.

  • Bond Obligation means, as of the date of computation, the principal amount of the Bonds then Outstanding.

  • Permitted Assignees shall have the meaning set forth in Section 3(e) hereto;

  • Permitted Assignment means a Permitted Subsidiary Assignment or a Permitted Third-Party Assignment.

  • Retained Obligations shall have the meaning set forth in Section 2.6.

  • Permitted Assign means, for a person that is an employee, executive officer, director or consultant of an issuer or of a related entity of the issuer,

  • Permitted Assigns means a Transferee of shares of Common Stock that agrees to become party to, and to be bound to the same extent as its Transferor by the terms of, this Agreement.

  • prospective assignment means an assignment that is intended to be made in the future, upon the occurrence of a stated event, whether or not the occurrence of the event is certain;

  • Obligations means any principal, interest, penalties, fees, indemnifications, reimbursements, damages and other liabilities payable under the documentation governing any Indebtedness.

  • Assumed Agreements shall have the meaning as set forth in Section 2.2.

  • Permitted Assignee means (a) with respect to a partnership, its partners or former partners in accordance with their partnership interests, (b) with respect to a corporation, its stockholders in accordance with their interest in the corporation, (c) with respect to a limited liability company, its members or former members in accordance with their interest in the limited liability company, (d) with respect to an individual party, any Family Member of such party, (e) an entity that is controlled by, controls, or is under common control with a transferor, or (f) a party to this Agreement.

  • Assumed Liabilities has the meaning set forth in Section 2.3.

  • Transferred Liabilities has the meaning set forth in Section 2.02(a).

  • Intellectual Property Matters Agreement shall have the meaning set forth in the Separation and Distribution Agreement.

  • Excluded Obligations has the meaning set forth in Section 2.5.

  • Retained Rights has the meaning set forth in Section 2.2.

  • CMPPA Agreement means the CMPPA Agreement between the SSA and CHHS.

  • Retained Liabilities has the meaning set forth in Section 2.4.

  • Apportioned Obligations has the meaning set forth in Section 5.2(b).

  • Transferred Assets has the meaning set forth in Section 2.1.

  • Continuing Obligations means obligations or responsibilities that are reasonably expected to or actually continue or arise after Operations on a particular area of the Properties have ceased or are suspended, such as future monitoring, stabilization, or Environmental Compliance.

  • Indemnification Obligations means each of the Debtors’ indemnification obligations in place as of the Effective Date, whether in the bylaws, certificates of incorporation or formation, limited liability company agreements, other organizational or formation documents, board resolutions, management or indemnification agreements, or employment or other contracts, for their current and former directors, officers, managers, employees, attorneys, accountants, investment bankers, and other professionals and agents of the Debtors, as applicable.

  • Transition Property means the property right created by a financing order, including without

  • Assign means to assign, novate, transfer, part possession with, license, charge, mortgage, become trustee of, grant an option or other right over or otherwise deal with or encumber, and “Assignment” and “Assignee” shall have comparable meanings;

  • Retained Assets has the meaning set forth in Section 2.2.

  • Assumed Servicing Liability means any Liabilities with respect to any Serviced Appointments (or Serviced Corporate Trust Contracts) that arise out of or relate to facts, circumstances, actions, omissions and/or events occurring from and after the Closing and prior to the applicable Succession Time for such Serviced Appointment; provided that Assumed Servicing Liability shall not include any Liabilities that arise out of or relate to facts, circumstances, actions, omissions and/or events with respect to any Retained Duties or any matters for which Seller or any of its Affiliates is responsible pursuant to Section 3.9.