Local Asset Transfer Agreements definition

Local Asset Transfer Agreements has the meaning set forth in Section 1.5(d).
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Local Asset Transfer Agreements. Section 1.13
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Local Asset Transfer Agreements has the meaning set forth in Article 7.1(f); “Local Carve-Out Date” has the meaning set forth in Article 7.1(g);
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Examples of Local Asset Transfer Agreements in a sentence

  • Agilent and Verigy intend that the Local Asset Transfer Agreements will generally specify the terms under which Agilent and Verigy agree to allocate between them all assets, Liabilities and responsibilities under, relating to, or arising from Non-United States Plans and certain employment matters.

  • Each of DuPont and the Sellers has all requisite corporate or other power and authority to execute and deliver this Agreement, the Local Asset Transfer Agreements, the Local Purchase Agreements and any Related Agreements to which it is a party and to consummate the transactions contemplated hereby and thereby.

  • Seller shall have executed and delivered or caused the Local Sellers to execute and deliver, all Local Asset Transfer Agreements that Seller and Purchaser have agreed to execute and deliver pursuant to Section 2.1(c) of this Agreement.

  • Such amount provided for in the immediately preceding sentence shall be payable in United States dollars in immediately available federal funds to such bank account or accounts as shall be designated in writing by Seller no later than the second Business Day prior to the Closing, and furthermore, shall be inclusive of any amounts paid or to be paid under any Local Asset Transfer Agreements.

  • Any amount payable in any local payment jurisdictions shall be equal to the difference in United States dollars, converted into local currency based on the Mid Rate of WM/Reuters Closing Spot Rate (as shown on http://www.wmcompany.com) on the date that is txx Xxxxxxxx Xxxx xxxxx xo the payment date, or based on any other conversion rate explicitly set forth in the Local Asset Transfer Agreements for Brazil and Russia.

  • The Parties have agreed on the Local Asset Transfer Agreements to be executed for these countries.

  • The Demerger Documentation and the Local Asset Transfer Agreements shall not limit any rights or remedies of the Parties contained in this Agreement.

  • Notwithstanding anything to the contrary set forth in the Purchase Agreement, Agilent and Philips hereby agree that to the extent that there is no automatic transfer of employees in any of Chile, Brazil and Mexico, Philips will reimburse Agilent for any and all costs (including any severance obligations) that Agilent may incur as a result of the termination by Agilent of such employees, as agreed in the relevant Local Asset Transfer Agreements and as described in Annex C hereto.

  • Purchaser shall have ------------------------------- executed and delivered or caused its relevant Affiliates to execute and deliver, any Local Asset Transfer Agreements that Seller and Purchaser have agreed to execute and deliver pursuant to Section 2.1(e) of this Agreement.

  • Costs Related to Termination of Employees in Chile, Brazil, Mexico and Venezuela ------------------------------------------------------------------------------- Brazil: US$168,000 Chile: Ch$4,853,874 Mexico: US$870,000 minus the amount defined in the Local Asset Transfer Agreement for Mexico as the "Provision Amount" Venezuela US$164,562 (equal to 50% of the total severance costs) Payment details are set forth in the relevant Local Asset Transfer Agreements.


More Definitions of Local Asset Transfer Agreements

Local Asset Transfer Agreements means, collectively, the local asset transfer agreements and related agreements (including the Mexican Business Lease) and the Schedules and Exhibits thereto entered into in connection with the Pre-Closing Restructuring Transactions, which agreements, are set forth on Section A(14) of the Seller's Disclosure Schedule; provided, however, that upon the execution (which execution may be after the date of this Agreement, but prior to the Closing) of any additional agreements in connection with the global restructuring of the DPC Business by DuPont and its Subsidiaries, in all material respects in the applicable form attached as Exhibit L or otherwise executed in compliance with this Agreement (including Section 5.17), such agreement and the Schedules and Exhibits thereto shall be deemed to be a Local Asset Transfer Agreement.
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Local Asset Transfer Agreements has the meaning set forth in clause 2.4.4.
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Local Asset Transfer Agreements means, collectively, the agreements, as they may have been amended prior to the date of this Agreement, and as further amended after the date of this Agreement in accordance with Section 5.29, entered into in connection with the global restructuring of the DTI Business by DuPont and its Subsidiaries, in each of the jurisdictions in which the DTI Business is conducted, which agreements, as and to the extent amended prior to the date of this Agreement, are set forth on Schedule 1(kk); PROVIDED, HOWEVER, that upon the execution (which execution may be after the date of this Agreement, but prior to the Closing) of any of the agreements set forth on Schedule 1(ll), in all material respects in the applicable form attached as Exhibit H such agreement shall be deemed to be a Local Asset Transfer Agreement.
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Local Asset Transfer Agreements has the meaning set forth in Section 2.2(c)(v)(I).
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Local Asset Transfer Agreements means one or more agreements or instruments of transfer, assignment and assumption, substantially in the form of Exhibit K hereto, transferring to the applicable Purchaser by the relevant Asset Selling Entity all of such Asset Selling Entity’s right, title and interest in the Purchase Assets and evidencing the assignment of the Contracts and the assumption of the Assumed Liabilities to and by the applicable Purchaser.
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Local Asset Transfer Agreements in Section 1 of the Master Agreement is hereby amended by changing the Master Agreement section reference therein to Section 2.2(c)(v)(K). (e) The definition of “Module Design Business” in Section 1 of the Master Agreement is hereby amended by deleting the references to “Acquired RFFE Module Products” and replacing such references with “RFFE Module Products.” (f) The definition of “Seller Group” in Section 1 of the Master Agreement is hereby amended by adding EPCOS Singapore thereto and removing EPCOS CTI therefrom.
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Related to Local Asset Transfer Agreements

  • Asset Transfer Agreement means the asset transfer agreement dated September 12, 2014 between Centurion Real Estate Opportunities Trust and Centurion Apartment REIT pursuant to which Centurion Apartment REIT seeded the initial portfolio of Centurion Real Estate Opportunities Trust.

  • IDR Transfer Agreement means an agreement to transfer, subject to the terms of Tariff, Part VI, section 237, Incremental Deliverability Rights to a party for the purpose of eliminating or reducing the need for Local or Network Upgrades that would otherwise have been the responsibility of the party receiving such rights. “Immediate-need Reliability Project” shall have the same meaning provided in the Operating Agreement.

  • Transfer Agreements As defined in the Mortgage Loan Sale Agreement. Transferor: Each seller of Mortgage Loans to the Seller pursuant to the Transfer Agreements.

  • Asset Transfer means a sale, lease or other disposition of all or substantially all of the assets of the Company.

  • Sale Agreements This Agreement, the Current Excess Servicing Spread Acquisition Agreement for FHLMC Mortgage Loans, the Current Excess Servicing Spread Acquisition for GNMA Mortgage Loans and the Current Excess Servicing Spread Acquisition Agreement for Non-Agency Mortgage Loans.

  • Receivables Transfer Agreement means, collectively or individually, the Originator Receivables Transfer Agreement and the Master Trust Receivables Transfer Agreement, as the context may require.

  • Transfer Agreement means the agreement providing for a transfer of structured settlement payment rights.

  • Acquisition Agreements has the meaning specified in the Recitals.

  • Asset Sale Agreement means that certain Asset Sale Agreement between Buyer and Seller, dated as of the date hereof.

  • Funding Agreements means all or any of the agreements or instruments to be entered into by a Project Service Provider or any of their Associates relating to the financing of its business of providing services pursuant to the terms of any Project Agreements, excluding always the Project Agreements themselves;

  • Receivables Sale Agreement means that certain Receivables Sale Agreement, dated as of the Closing Date, by and among the Originators and Seller, as amended, restated, supplemented or otherwise modified from time to time.

  • Subsequent Transfer Agreement A Subsequent Transfer Agreement substantially in the form of Exhibit Q hereto, executed and delivered by and among the Depositor, DLJMC and the Trustee and acknowledged by the Servicers, as provided in Section 2.01 hereof.

  • 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.

  • Securitization Servicing Agreement means the Lead Securitization Servicing Agreement or any Non-Lead Securitization Servicing Agreement.

  • Sale Agreement means the Sale Agreement Master Securitization Terms Number 1000, dated as of November 14, 2013, among SLM Funding LLC, as Seller, SLM Student Loan Trust 2013-6, as Purchaser, and Deutsche Bank Trust Company Americas, as Interim Eligible Lender Trustee and as Eligible Lender Trustee.

  • Non-Lead Securitization Servicing Agreement shall have the meaning assigned to such term in Section 2(b).

  • Share Transfer Agreement means the share transfer agreement, in the agreed form, between the partners in the Company;

  • Transfer and Servicing Agreement means the Transfer and Servicing Agreement, dated as of the Closing Date, among the Issuer, the Depositor and Cellco as Servicer, Marketing Agent and Custodian, as amended, restated, supplemented or modified from time to time.

  • Asset Purchase Agreement has the meaning set forth in the Recitals.

  • Lead Securitization Servicing Agreement means (i) the pooling and servicing agreement or other comparable agreement related to the Lead Securitization, and (ii) on and after the date on which the Mortgage Loan is no longer subject to the provisions of the Lead Securitization Servicing Agreement, the “Lead Securitization Servicing Agreement” shall be determined in accordance with the second paragraph of Section 2(a).

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

  • Purchase Agreement Assignment means the Purchase Agreement and Engine Warranties Assignment [________], dated as of even date with the Participation Agreement, between Lessee and Owner Trustee.

  • Purchase and Sale Agreement means that certain Purchase and Sale Agreement, dated as of the Closing Date, between the Transferor, as the seller, and the Borrower, as the purchaser, as amended, modified, supplemented, restated or replaced from time to time in accordance with the terms thereof.

  • Receivables Purchase Agreement means the receivables purchase agreement, dated as of the Closing Date, between AHFC and the Seller, as amended or supplemented from time to time.

  • Sale and Purchase Agreement means all the agreements entered into from time to time (whether before, on or after the date of this Agreement) by the Borrower for the sale of the Units and shall include any one or more or all of the Sale and Purchase Agreements.

  • Sale and Servicing Agreement means the Sale and Servicing Agreement, dated as of the Closing Date, between the Seller, the Issuer, the Servicer and the Indenture Trustee, as the same may be amended, modified or supplemented from time to time.