Local Closing definition

Local Closing has the meaning set forth in Section 3.01.

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Local Closing means, with respect to a Deferred Market, the later of the consummation of the separation of any Deferred SpinCo Local Business in a Deferred Market and the transfer of the shares of the relevant Deferred Market entity to SpinCo or any SpinCo Subsidiary.

Local Closing means, as applicable, (i) with respect to a Deferred Market, the later of the consummation of the separation of any Deferred Organon Local Business in a Deferred Market and the transfer of the shares of the relevant Deferred Market entity to the Organon Group and (ii) with respect to an IOM Market, the termination of the operation by Merck of any activities of the Organon Business in the relevant IOM Market.

Examples of Local Closing in a sentence

• The Conveyance and Assumption Instruments for a Local Closing shall be substantially in the same form as those used by the Parties or their respective Subsidiaries, as applicable, in connection with the contribution, assignment, transfer, conveyance and delivery of the Assets and the transfer of the Liabilities of the AbbVie Business prior to the Distribution Date.

• Intercompany trade and other current payables and receivables (excluding the current portion of intercompany debt and notes) that exist as of immediately prior to the Effective Time (or, in the case of any Deferred Baxalta Local Business, as of immediately prior to the Local Closing Date) will be settled in the normal course of business under current customary terms that apply to non-intercompany trade payables and receivables.

• For the avoidance of doubt, if an occurrence date is after the Effective Time (or, with respect to any Deferred Baxalta Local Business, after the Local Closing Date), then no payment for any damages, costs of defense, or other sums with respect to such claim shall be available to Baxalta under such insurance policies.

• Any amount due under this Section 3.07 shall be paid in US Dollars within thirty (30) days of the filing of the relevant income Tax Return by the Local Abbott Entity that includes the Local Closing using the applicable Average Rate at the time such payment is made.

• The purchase price plus any applicable Conveyance Taxes shall be paid by or on behalf of the distributor in US Dollars or in Local Currency converted from the US Dollar amount using the Exchange Rate published two (2) days prior to the applicable Local Closing Date.

More Definitions of Local Closing

Local Closing means powered closing by intervention of the passenger.

Local Closing has the meaning set forth in Section 4.2(e).

Local Closing has the meaning set forth in Section 1.2(b).

Local Closing means the transactions that occur on the Closing Date.

Local Closing means the closing of any Deferred Transfer.

Local Closing shall have the meaning set forth in Section ------------- 2.2(b).

Local Closing has the meaning set forth in Section 7.1 of this Agreement.