Global Separation Agreement definition

Global Separation Agreement means that certain Global Separation Agreement by and between Pfizer and the Company, dated on or about the date hereof.
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Global Separation Agreement has the meaning set forth in the Recitals.
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Global Separation Agreement means that certain Global Separation Agreement, dated as of October 1, 2013, among Illinois Tool Works Inc., a Delaware corporation, and certain of its Subsidiaries.
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Examples of Global Separation Agreement in a sentence

  • Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Global Separation Agreement.

  • The Reorganization has been completed in all material respects in accordance with (1) the Global Separation Agreement and the other Reorganization Documents and (2) all applicable Laws.

  • Subject to the Global Separation Agreement, each Company Licensee shall be permitted to use the Licensed Marks on packaging, labeling, advertising, promotional materials, periodicals, samples of products and any other publicly disseminated or accessible materials (whether printed, electronic, or otherwise) bearing, referencing, or offered under the applicable Licensed Marks (collectively, the “Materials”) disseminated immediately prior to the Effective Date.

  • None of parties to the Global Separation Agreement or any other material Reorganization Document are in default of, or have received any written notice of any default or event that, with notice or lapse of time, or both, would constitute a default by the parties thereto.

  • Each The persons listed in List 11.11 of the Global Separation Agreement may represent any or all members of the Pfizer Group in such a dispute, even if the interests of the Pfizer Group may be directly negative to the interests of the Group.

  • The Company hereby agrees, on its behalf and on behalf of other Members of the Group, that, in the event of a dispute after the date of entry into force of this Agreement, the Global Separation Agreement, ancillary agreements, contributions and other transactions envisaged here and thereby between Pfizer and the Company or their respective Group members.

  • The procedures for discussion, negotiation and mediation set forth in Article VIII of the Global Separation Agreement shall apply to all disputes, controversies or claims (whether arising in contract, tort or otherwise) that may arise out of or relate to, or arise under or in connection with this Agreement.

  • In accordance with the terms of this Agreement and clause 5.03 of the Global Separation Agreement, Pfizer hereby grants and manufactures an exclusive, royalty,perpetual, fully remunerated license to the licensees of the Company to use, copy and distribute copyrighted works licensed to such company licensee and its affiliates in the territory only to the extent necessary for the business of the Company's licensees and their affiliates.

  • Parent has made available to Buyer a true and complete copy of the Global Separation Agreement and the other material Reorganization Documents, in each case, including all amendments or modifications thereto, as in effect as of the date hereof.

  • Subject to the terms and conditions of this Agreement and Section 5.03 of the Global Separation Agreement, Pfizer hereby grants, and shall cause each Pfizer Licensor to grant, to the applicable Company Licensees a non-exclusive, royalty-free, perpetual, fully paid-up license to use, copy and distribute to such Company Licensee and its Affiliates the Licensed Copyrighted Works in the Territory solely to the extent necessary for the Company Licensees and their Affiliates to conduct the Company Business.

Related to Global Separation Agreement

  • Master Separation Agreement has the meaning set forth in the recitals.

  • Definitive Acquisition Agreement means any definitive written agreement entered into by the Company that is conditioned on the approval by the holders of not less than a majority of the outstanding shares of Common Stock at a meeting of the stockholders of the Company with respect to (i) a merger, consolidation, recapitalization, reorganization, share exchange, business combination or similar transaction involving the Company or (ii) the acquisition in any manner, directly or indirectly, of more than 50% of the consolidated total assets (including, without limitation, equity securities of its subsidiaries) of the Company and its Subsidiaries.

  • Separation Agreement has the meaning set forth in the recitals to this Agreement.

  • Transition Agreement has the meaning set forth in Section 12.8.1.

  • Separation and Distribution Agreement has the meaning set forth in the Recitals.

  • Definitive Agreement means that certain Securities Purchase Agreement by and between Issuer and Treasury, dated as of the Signing Date.

  • Noncompetition Agreement has the meaning stated in Section 2.1.

  • Combination Agreement shall have the meaning given in the Recitals hereto.

  • Variation Agreement means the agreement a copy of which is set out in Schedule 2;

  • Exchange Administration Agreement means the exchange administration agreement dated as of the Closing Date between Freddie Mac and the Exchange Administrator.

  • Mediation agreement means a written agreement between the parties to a mediation meeting.

  • Implementation Agreement means the Implementation Agreement dated ……… by and between the GOB, PGCB and the Company in connection with the Project, and also includes any amendment of it made from time to time;

  • Non-Compete Agreement means that certain Non-Compete Agreement between the Company and the Executive in substantially the form attached hereto as Exhibit B.

  • Formation Agreement has the meaning attributed to it in Recital A;

  • Affiliation Agreement means a written agreement between the governing authority of the program and another organization under the terms of which specified services, space or personnel are provided to one organization by the other, but without exchange of moneys.

  • Alternative Acquisition Agreement shall have the meaning set forth in Section 6.5(c).

  • the First Variation Agreement means the agreement a copy of which is set forth in the Second Schedule;

  • Non-Competition Agreement has the meaning set forth in Section 2.1 of this Agreement.

  • Termination Agreement has the meaning set forth in the Recitals.

  • Sponsor Letter Agreement has the meaning set forth in the recitals to this Agreement.

  • Lock-Up Agreement means the Lock-Up Agreement, dated as of the date hereof, by and among the Company and the directors, officers and 5% stockholders of the Company, in the form of Exhibit C attached hereto.

  • Designation Agreement means a designation agreement in substantially the form of Exhibit G attached hereto, entered into by a Bank and a Designated Lender and accepted by the Administrative Agent.

  • Retention Agreements has the meaning set forth in Section 5.11(e).

  • IAI Global Note means a Global Note substantially in the form of Exhibit A hereto bearing the Global Note Legend and the Private Placement Legend and deposited with or on behalf of and registered in the name of the Depositary or its nominee that will be issued in a denomination equal to the outstanding principal amount of the Notes sold to Institutional Accredited Investors.

  • Foundation Agreement means the agreement dated the 20th February 1985 made between the Trustee, the Manager, Xxxxxxxx, Genting WA and Tileska providing for the subscription of Units and Options;

  • the Variation Agreement means the agreement a copy of which is set out in Schedule 2. [Section 3 amended by No. 3 of 1988 s. 5.]