Deferred Market definition

Deferred Market has the meaning set forth in Section 2.07(a).

Deferred Market shall have the meaning set forth in Section 2.4(a).

Deferred Market has the meaning set forth in the Separation and Distribution Agreement.

Examples of Deferred Market in a sentence

• Notwithstanding anything to the contrary herein, no Service Fee set forth on Exhibit A that is expressly and solely attributable to a Deferred Market shall be due in respect of any period prior to the transfer of the Deferred Kenvue Local Business with respect to such Deferred Market to Kenvue (or, if earlier, the consolidation of such Deferred Kenvue Local Business with Kenvue under GAAP).

• Notwithstanding the foregoing provisions of this Article VII, the provisions of this Article VII may be modified by the Parties to the extent necessary to address legal, regulatory or Tax issues or requirements and/or to avoid undue cost or administrative burden arising out of the application of this Article VII to equity-based incentive compensation awards subject to non-U.S. Laws, including in the case of Deferred Market Employees.

• The commencement date of any Service (and the corresponding Service Fee for such) that is tied to the Exit Date for an IOM Market or Deferred Market will be adjusted accordingly if such applicable Exit Date is changed.

• At the Closing, taking into account all services and rights to be delivered or given pursuant to the Transaction Agreements and giving effect to the transactions described in Section 5.15(a) and, with respect to each Deferred Market, the applicable Deferred Market Closing, the Group Companies will own or have the valid right to use all of the assets and rights necessary to conduct the Business immediately following the Closing in materially the same manner as the Business is conducted on the date hereof.

• In particular, the appointment of a Party or its Affiliate as agent of the other Party or its Affiliate pursuant to a Deferred Market Agreement shall not be superseded by Section 12.1 of this Agreement.

• Notwithstanding anything to the contrary herein, no Service Fee set forth on Exhibit A that is expressly and solely attributable to a Deferred Market shall be due in respect of any period prior to the transfer of the Deferred Kenvue Local Business with respect to such Deferred Market to Kenvue.

• The Investor and its Affiliates will not sell any Shares (A) at any time during the period in which the First Anniversary Market Price is calculated pursuant to Section 2.1(e)(i) or (B), upon receipt of written notice from the Company that it reasonably believes that the period for calculating a Deferred Market Price with respect to a Deferred Closing is about to commence, during the period from the Investor's receipt of such written notice until the relevant Deferred Closing Date.

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• In particular, the appointment of a Party or its Affiliate as agent of the other Party or its Affiliate pursuant to a Deferred Market Agreement shall not be superseded by Section 11.1 of this Agreement.

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