Assumption Time definition

Assumption Time means midnight (New York time) on the Effective Date.
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Assumption Time means the time that the merger described in the Combination Agreement becomes effective as provided in Section 2.2 of the Combination Agreement.
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Assumption Time means the time at which the Separation is effective on the Effective Date.
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Examples of Assumption Time in a sentence

  • From and after the Assumption Time, the Company (and/or the applicable ACE Affiliate): (i) may enforce its rights under the Existing Policies and the Existing Insurance Agreements in respect of the B&W Obligations against B&W to the same extent such Person could, prior to the B&W Assumption, enforce such rights against the applicable MII Entity and (ii) releases each MII Entity from its obligation to observe, pay, perform, satisfy, fulfill or discharge any such B&W Obligations.

  • From and after the Assumption Time, the Company (and/or the applicable ACE Affiliate): (i) may enforce its rights under the Existing Policies and the Existing Insurance Agreements in respect of the MII Obligations against MII to the same extent such Person could, prior to the MII Assumption, enforce such rights against the applicable B&W Entity and (ii) releases each B&W Entity from its obligation to observe, pay, perform, satisfy, fulfill or discharge any such MII Obligations.

  • In particular, and without limitation, to the extent that any Existing Reinsurance Agreement contains an aggregate limit of liability, that aggregate limit of liability shall, after the Assumption Time, apply as a single, joint aggregate limit of liability.

  • From and after the Assumption Time, Dampkraft and not Creole shall be treated as the Company’s (or applicable ACE Affiliate’s) contractual counterparty with respect the contracts and mutual rights and obligations subject to the Dampkraft Assumption and Novation.

  • After the Assumption Time, neither Parent nor Spinco shall take, or permit any member of its respective Group to take, any action which could reasonably be expected to prevent the Distribution from qualifying as a tax-free distribution within the meaning of Section 355 of the Internal Revenue Code of 1986, as amended or any other transaction contemplated by this Agreement or any Ancillary Agreement which is intended by the parties to be tax-free from failing so to qualify.

  • From and after the Assumption Time, Boudin and not Creole shall be treated as the applicable MII Entity’s contractual counterparty with respect to the contracts and mutual rights and obligations subject to the Boudin Assumption and Novation.

  • The Spinco Assets (other than Intellectual Property Rights, which will be licensed or assigned only as set forth in Section 2.1(b)(ii)) shall, to the extent reasonably practicable (including taking into account the costs of any actions taken), be separated from the Parent Assets so that members of the Spinco Group will own and control the Spinco Assets at the Assumption Time and members of the Parent Group will own and control the Parent Assets at the Assumption Time.

  • Notwithstanding anything in any Transferable Boudin Policy to the contrary, and effective as of the Assumption Time, Boudin hereby transfers and assigns, and Creole hereby assumes by novation, (x) so much of each Transferable Boudin Policy as relates to B&W or any B&W Affiliate as an Insured thereunder; and (y) any and all obligations of Boudin under any of the Existing Policies that arise from Insured B&W Obligations.

  • From and after the Assumption Time, Creole and not Boudin shall be treated as the B&W Entity’s contractual counterparty with respect the contracts and mutual rights and obligations subject to the Creole Assumption and Novation.

  • Notwithstanding anything in any Existing Reinsurance Agreement to the contrary, and effective as of the Assumption Time, Creole hereby transfers and assigns, and Dampkraft hereby assumes by novation, so much of each Novated-to-Creole Reinsurance Agreement as reinsures any Company SpinCo Obligation.


More Definitions of Assumption Time

Assumption Time. 12:01 a.m. on May 1, 2001. Auto Liabilities: all Losses, whether direct or indirect, known or unknown, current or potential, past, present or future, with respect of bodily injury, personal injury or property damage arising from or relating to an automobile of a Discontinued Machinery Business.
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Assumption Time has the meaning specified in the Assignment.
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Assumption Time. 12:01 a.m. on April 1, 2009.
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Assumption Time means the later of (a) the time at which Acquisition Sub acquires at least 50% of the outstanding Company Shares and (b) the Acceptance Time.
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Assumption Time means the time at which the Indebtedness evidenced by the agreements attached as Exhibits 4(a), 4(b)(1), 4(c)(1) and 10(a) of the Initial Borrower’s Annual Report on Form 10-K for the period ending December 31, 2021, as filed on February 28, 2022, and, in each case, together with all notes issued thereunder is assigned to and assumed by the New Borrower (with the Initial Borrower being discharged and released from such Indebtedness).
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Assumption Time has the meaning set forth in Section 2.3.
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Related to Assumption Time

  • Assumption Date has the meaning set forth in Section 9.23 of the Sale and Servicing Agreement.

  • Succession Time means, for any Appointment, (a) the Effective Time, if all Authorizations for such Appointment have been received as of that time or (b) if any Authorization for such Appointment has not been received as of the Effective Time, the time that all Authorizations for such Appointment have been received.

  • Assumption Agreement has the meaning specified in Section 2.18(d)(ii).

  • Calculation Time means 11:59 p.m. on the calendar day prior to the Closing Date.

  • Offer Closing Date has the meaning set forth in Section 1.01(f).

  • Valuation Time means the close of business in the city of the Valuation Agent on the Local Business Day before the Valuation Date or date of calculation, as applicable, provided that the calculations of Value and Exposure will be made as of approximately the same time on the same date.

  • Option Closing Date shall have the meaning ascribed to such term in Section 2.2(c).

  • Execution Time means the date and time that this Agreement is executed and delivered by the parties hereto.

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).

  • Merger Without Assumption provisions of Section 5(a)(viii) will apply to Party A and will apply to Party B.

  • Determination Time means 11:59 p.m. Central time on the day prior to the Closing Date.

  • Acquisition Closing Date means the “Closing Date” as defined in the Acquisition Agreement.

  • Closing Day means (a) the Restatement Date and (b) with respect to any Accepted Note, the Business Day specified for the closing of the purchase and sale of such Accepted Note in the Confirmation of Acceptance for such Accepted Note, provided that (i) if the Company and the Purchaser which is obligated to purchase such Accepted Note agree on an earlier Business Day for such closing, the “Closing Day” for such Accepted Note shall be such earlier Business Day, and (ii) if the closing of the purchase and sale of such Accepted Note is rescheduled pursuant to Section 3.2, the Closing Day for such Accepted Note, for all purposes of this Agreement except references to “original Closing Day” in Section 2.7(b), shall mean the Rescheduled Closing Day with respect to such Accepted Note.

  • Incremental Assumption Agreement means an Incremental Assumption Agreement in form and substance reasonably satisfactory to the Administrative Agent, among the Borrower, the Administrative Agent and, if applicable, one or more Incremental Term Lenders and/or Incremental Revolving Facility Lenders.

  • Transformation time means the time difference between a change of concentration or flow (t0) at the reference point and a system response of 50 per cent of the final reading (t50).

  • Subsequent Transfer Date With respect to each Subsequent Transfer Instrument, the date on which the related Subsequent Mortgage Loans are sold to the Trust Fund.

  • Notification Time means 1:00 p.m., New York time, on a Local Business Day.

  • Termination Time means the time at which the right to exercise Rights shall terminate pursuant to Section 5.1 hereof.

  • Guarantee Assumption Agreement means a Guarantee Assumption Agreement substantially in the form of Exhibit B to the Guarantee and Security Agreement between the Collateral Agent and an entity that pursuant to Section 5.08 is required to become a “Subsidiary Guarantor” under the Guarantee and Security Agreement (with such changes as the Administrative Agent shall request consistent with the requirements of Section 5.08).

  • COMPLETION TIME means the period by ‘date/month’ specified in the ‘Letter of Intent/Award’ or date mutually agreed upon for handing over of the intended scope of work, the erected equipment/plant which are found acceptable by the Engineer, being of required standard and conforming to the specifications of the Contract.

  • Assumption The process whereby, on sale or transfer of a legal or beneficial interest in a Mortgaged Property, the new owner of such Mortgaged Property becomes legally obligated under the terms of the related existing Security Instrument, Mortgage Note and any addenda and riders to such Security Instrument or Mortgage Note. Subsequent to the Assumption, the new owner of the property shall be deemed to be the Borrower under the related Mortgage Loan Documents.

  • Delayed Closing Date means the date, set in accordance with section 3, on which the Vendor agrees to Close, in the event the Vendor cannot Close on the Firm Closing Date.

  • Xxxx of Sale and Assignment and Assumption Agreement has the meaning specified in Section 2.8(a)(i).

  • Commitment Transfer Supplement means a document in the form of Exhibit 16.3 hereto, properly completed and otherwise in form and substance satisfactory to Agent by which the Purchasing Lender purchases and assumes a portion of the obligation of Lenders to make Advances under this Agreement.

  • IPO Closing Date means the closing date of the IPO.

  • Merger Effective Date means the date on which the Merger is consummated.