German Transformation Act definition
Examples of German Transformation Act in a sentence
Adient shall defend, indemnify, and hold harmless the ▇▇▇▇▇▇▇ Controls Group against any and all claims and Liabilities in connection with the Retained Adient German Pension Plan Liabilities, including all payments made by any of member of the ▇▇▇▇▇▇▇ Controls Group to settle claims in relation to Retained Adient German Pension Plan Liabilities for which it is liable pursuant to section 133 para 3 sentence 2 of the German Transformation Act.
For purposes of this Section, assignment includes any change in control of Buyer or transfer by operation of laws (e.g. the merger of Buyer with any other legal entity or split of Buyer pursuant to the German Transformation Act (UmWG)).
The Company shall not enter into any transformation (Umwandlung) within the meaning of the German Transformation Act (Umwandlungsgesetz), any similar transaction effected otherwise than in reliance on the provisions of the German Transformation Act or, in each case, any similar transaction under the laws of any jurisdiction other than Germany (each such transformation or similar transaction, a "Transformation"), other than pursuant to a Permitted Transformation.
The approval of all Limited Partners is required for a transformation of the Partnership within the meaning of Section 1 of the German Transformation Act, a liquidation or dissolution or continuation of the Partnership, a disproportionate profit distribution, a sale of all or substantially all assets of the Partnership and an admission of a new partner.
In view of the duty of notification incumbent on the Tenant in Paragraph 21.6 sentence 1, the contracting parties agree that the registration period of six months for providing a security deposit set out in Section 22 of the German Transformation Act shall only begin to apply after completely fulfilling the obligation to notify the Landlord under Paragraph 21.6 sentence 1.
In the event of universal succession, especially based on the German Transformation Act, the statutory provisions shall apply in place of those stipulated above.
The Borrower shall not (and shall procure that no Obligor, PropCo or ▇▇▇▇▇▇ shall) enter into or otherwise become involved in (i) any transaction contemplated in the German Transformation Act (Umwandlungsgesetz), in each case whether implemented pursuant to the German Transformation Act or otherwise, and (ii) any amalgamation, demerger, merger or corporate reconstruction or any joint venture, consortium or similar arrangement with any person.
In the event of a merger whereby Infineon Technologies AG is the acquiring entity, of a drop-down of one or more parts of its assets by Infineon Technologies AG (§ 123(3) German Transformation Act; "Ausgliederung"), or of an analogous event, prior to the last day of the Conversion Period or an earlier date of redemption the Conversion Ratio shall remain unchanged.
Under a spin-off and acquisition agreement notarized on September 10, 2004, which has not yet been registered in the Commercial Register at the domicile of Bayer MaterialScience Aktiengesellschaft, portions of the polymer activities of Bayer MaterialScience Aktiengesellschaft shall be transferred to LANXESS Deutschland GmbH pursuant to § 123 paragraph 2 number 1 of the German Transformation Act (Umwandlungsgesetz) (hereinafter the “MaterialScience Spin-Off”).
Merge or consolidate itself with any other Person or adopt a plan of complete or partial liquidation, dissolution, consolidation, restructuring, recapitalization or other reorganization, including any measures under the German Transformation Act (Umwandlungsgesetz).