Foreign Transfers definition

Foreign Transfers as defined in Section 2.3(a) hereof. -------------- General Liabilities: all Losses, whether direct or indirect, known or unknown, current or potential, past, present or future, with respect to bodily injury, personal injury, property damage or other wrongs arising from the premises or the operations of a Discontinued Machinery Business. General Liabilities exclude all Liabilities arising out of or in connection with location of asbestos on the Real Property of Discontinued Machinery Businesses and also excludes all Environmental Liabilities related to Discontinued Machinery Businesses.
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Foreign Transfers as defined in Section 2.02(a) hereof.
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Examples of Foreign Transfers in a sentence

  • For purposes of determining indemnity and reimbursement obligations of the parties under this Agreement, Tax Items arising as a result of the Foreign Transfers (but not Tax Items arising from any actual distribution of Subsidiary Excess Cash) shall be disregarded, and the Pre-Distribution Schedules shall not reflect such Tax Items.

  • LERNER: We don't have any examples 19 offhand that can speak directly to that, but -- or 20 on hand to speak directly to that, but I think 21 that I'm not sure it makes sense to have an 22 incremental approach when there has been no 23 evidence of any harm that has come from any of 24 these exemptions.

  • Such separation may include asset transfers, stock transfers, spin-offs, mergers, reorganizations, consolidations or other transfers which may be effected before, simultaneously with or after the Distribution (collectively, the "Foreign Transfers").

  • Technologies Subsidiaries: all direct and indirect Subsidiaries of Technologies, including foreign subsidiaries of Technologies to be transferred to or to be formed in connection with the Separation and the Foreign Transfers and any Subsidiary to be formed on or after the date hereof or Section 2.3 ----------- hereof, including the Subsidiaries set forth on Schedule I hereto.

  • Foreign Transfers or “FX” are transfers of funds in a currency other than U.S. Dollars.

  • Limitation on Extension of Statute of Limita- tions for Failure to Notify Secretary of Cer- tain Foreign Transfers (sec.

  • Bank will use reasonable efforts to process all Foreign Transfers but cannot provide assurance on timing or completion.

  • One might expect that weakening the ES model in this way would hamper the running time.

  • In the event that the Foreign Transfers are consummated and the Internal Revenue Service or other governmental agency asserts that such Foreign Transfers did not result in the termination of the Company’s eligibility to join in the filing of a consolidated federal income tax return with Hallmark, then Hallmark shall, with the cooperation of the Company, control the response to, and defense of, such assertion, and shall have the right to control the settlement of such matter.

  • Prior to the Foreign Transfers or any Reaggregation Transfer, Hallmark shall deliver to the Company an opinion of counsel, in substantially the form attached hereto as Exhibit B, unless such requirement is waived by a majority of the Company’s board of directors not affiliated with Hallmark.

Related to Foreign Transfers

  • Transfers and “Transferred” have the correlative meanings.

  • Foreign Asset Sale shall have the meaning provided in Section 5.2(i).

  • Permitted Transfers has the meaning set forth in Section 4.2.17(d).

  • Certain Transactions, Description of Capital Stock," "Shares Eligible for Future Sale" and "Underwriters" and (B) in the Registration Statement in Items 14 and 15, in each case insofar as such statements constitute summaries of the legal matters, documents or proceedings referred to therein, fairly present the information called for with respect to such legal matters, documents and proceedings and fairly summarize the matters referred to therein;

  • Foreign Government Securities means with respect to Subordinated Debt Securities of any series that are denominated in a Foreign Currency, non-callable (i) direct obligations of the participating member state or government that issued such Foreign Currency for the payment of which obligations its full faith and credit is pledged or (ii) obligations of a Person controlled or supervised by and acting as an agency or instrumentality of such participating member state or government, the payment of which obligations is unconditionally guaranteed as a full faith and credit obligation of such participating member state or government. For the avoidance of doubt, for all purposes hereof, euro shall be deemed to have been issued by each participating member state from time to time.

  • Non-Transfer Event means any event or other changes in circumstances other than a purported Transfer, including, without limitation, any change in the value of any Shares.

  • Foreign Assets means any of the Portfolios’ investments (including foreign currencies) for which the primary market is outside the United States and such cash and cash equivalents as are reasonably necessary to effect the Portfolios’ transactions in such investments.

  • Sanctions and Export Control Laws means any applicable Law related to (a) import and export controls, including the U.S. Export Administration Regulations, (b) economic sanctions, including those administered by the Office of Foreign Assets Control of the U.S. Department of the Treasury, the U.S. Department of State, the European Union, any European Union Member State, the United Nations, and Her Majesty’s Treasury of the United Kingdom or (c) anti-boycott measures.

  • foreign trust or "foreign estate" as those terms are defined in Section 1445 of the Internal Revenue Code.

  • Qualified United States financial institution means an institution that:

  • U.S. Patriot Act means the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act (Title III of Pub. L. 107-56 (signed into law October 26, 2001)), as amended.

  • Foreign Shell Bank means a Foreign Bank without a presence in any country;

  • Funds-transfer system means a wire transfer network, automated clearinghouse, or other communication system of a clearinghouse or other association of banks through which a payment order by a bank may be transmitted to the bank to which the order is addressed.

  • Exempt Transfer means, in relation to shares held by a member:

  • Economic Sanctions Laws means those laws, executive orders, enabling legislation or regulations administered and enforced by the United States pursuant to which economic sanctions have been imposed on any Person, entity, organization, country or regime, including the Trading with the Enemy Act, the International Emergency Economic Powers Act, the Iran Sanctions Act, the Sudan Accountability and Divestment Act and any other OFAC Sanctions Program.

  • Economic Sanctions refers to sanctions imposed by the U.S. government in response to Russia’s actions in Ukraine, as well as any sanctions imposed under state law. The EO directs state agencies to terminate contracts with, and to refrain from entering any new contracts with, individuals or entities that are determined to be a target of Economic Sanctions. Accordingly, should the State determine Contractor is a target of Economic Sanctions or is conducting prohibited transactions with sanctioned individuals or entities, that shall be grounds for termination of this agreement. The State shall provide Contractor advance written notice of such termination, allowing Contractor at least 30 calendar days to provide a written response. Termination shall be at the sole discretion of the State.

  • Australian Consumer Law means the Australian Consumer Law set out in Schedule 2 of the Competition and Consumer Act 2010 (Cth).

  • Foreign Investment means any investment made by a person resident outside India on a repatriable basis in capital instruments of an Indian company or to the capital of an LLP;

  • RMB Non-Transferability means the occurrence of any event that makes it impossible for the Issuer to deliver RMB between accounts inside Hong Kong or from an account inside Hong Kong to an account outside Hong Kong (including where the RMB clearing and settlement system for participating banks in Hong Kong is disrupted or suspended), other than where such impossibility is due solely to the failure of the Issuer to comply with any law, rule or regulation enacted by any Governmental Authority (unless such law, rule or regulation is enacted after the Issue Date of the first Tranche of the relevant Series and it is impossible for the Issuer due to an event beyond its control, to comply with such law, rule or regulation);

  • U.S. Economic Sanctions Laws means those laws, executive orders, enabling legislation or regulations administered and enforced by the United States pursuant to which economic sanctions have been imposed on any Person, entity, organization, country or regime, including the Trading with the Enemy Act, the International Emergency Economic Powers Act, the Iran Sanctions Act, the Sudan Accountability and Divestment Act and any other OFAC Sanctions Program.

  • Securitization Transfer The sale or transfer of some or all of the Mortgage Loans to a trust or other entity as part of a publicly-issued or privately-placed, rated or unrated mortgage pass-through or other mortgage-backed securities transaction.