Marks Transition Period definition

Marks Transition Period has the meaning set forth in Section 4.12(b).
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Marks Transition Period shall have the meaning set forth in Section 5.4(a)(ii). “Material Adverse Effect” means any event, circumstance, change, effect or occurrence that, individually or in the aggregate, is or is reasonably expected to be materially adverse to the business, operations, assets (including the Acquired Assets), financial condition or results of operations of the Acquired Business, taken as a whole, but shall exclude any event, circumstance, change, effect or occurrence resulting or arising from (a) any change or prospective change in any Law or GAAP or interpretation thereof; (b) any change in interest rates or general economic conditions in the industries or markets in which the Acquired Business operates or affecting the United States of America or foreign economies in general; (c) any change that is generally applicable to the industries or markets in which the Acquired Business operates; (d) the entry into or announcement of this Agreement and/or the consummation of the transactions contemplated hereby, including effects related to compliance with the covenants contained herein or the failure to take any action as a result of any restrictions or prohibitions set forth herein, and any adverse effect proximately caused by (i) loss of, or disruption in, any customer, supplier, and/or vendor relationships, or (ii) loss of personnel, in each case in connection therewith; (e) any action taken by (or at the request of) Buyer or any of its Affiliates; (f) any national or international political or social conditions, including the engagement by the United States of America or any other jurisdiction in which the Acquired Business operates in hostilities, whether or not pursuant to the declaration of a national emergency or war, or the occurrence of any military or terrorist attack upon the United States of America or any such jurisdiction or any of their respective territories, possessions, or diplomatic or consular offices or upon any military installation, equipment or personnel of the United States of America or any such jurisdiction; (g) any acts of God, including any earthquakes, hurricanes, tornados, floods, tsunamis or other natural disasters, or any other damage to or destruction of assets caused by
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Marks Transition Period has the meaning assigned to it in clause 6.8;
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Examples of Marks Transition Period in a sentence

  • Notwithstanding the foregoing, for a period of up to eighteen (18) months after the expiration of the Allergan Marks Transition Period (the “Allergan Marks Wind Down Period”), Buyer Parent shall be permitted to sell inventory bearing Allergan Marks manufactured prior to the Allergan Wind Down Period provided, for clarity, that such activities shall only be for wind-down purposes.

  • Promptly following the Closing, Buyer shall use all reasonable efforts to effect the elimination of any use of the Seller Marks in the Technology Business, including by removing the Seller Marks from the Technology Business’ respective signage, stationary, purchase orders, invoices, labels, packaging, business cards, equipment, machinery and advertising materials, and shall effect such elimination of use no later than the expiration of the Marks Transition Period (except as expressly permitted by the TSA).

  • Promptly after the Seller Marks Transition Period, Purchaser and its Affiliates shall cease using the Seller Marks and shall remove or obliterate all Seller Marks from the remaining Existing Stock, except that Purchaser may retain, solely for its internal business purposes, records, and other historical or archived documents containing or referencing the Seller Marks.

  • RWS acknowledges and agrees that, for purposes of this clause 6.8, MONTREIGN’s prior use of the Licensed Marks, as previously approved, and continued use during the aforementioned Marks Transition Period, shall not constitute a breach of this Agreement; provided, however, that MONTREIGN’s failure to undertake the corrective actions required by RWS in accordance with this clause 6.8 beyond the Marks Transition Period shall constitute a material breach of this Agreement.

Related to Marks Transition Period

  • Transition Period means the period beginning with the Registration Date and ending as of the earlier of: (i) the date of the first annual meeting of stockholders of the Company at which directors are to be elected that occurs after the close of the third calendar year following the calendar year in which the Registration Date occurs; and (ii) the expiration of the “reliance period” under Treasury Regulation Section 1.162-27(f)(2).

  • Contract Transition Period means the 90 day transition as defined in Section F of this Contract.

  • Transition Date means the date on which this contract comes into effect for all purposes.

  • Service Termination Date means the last Day in a month upon which Service shall terminate, as set forth in a Schedule of Service and subject to any renewal thereof.

  • transitional period means the period starting on the commencement date and ending three months after that date.

  • Termination Period means the period of time beginning with a Change in Control and ending on the earlier to occur of (1) two years following such Change in Control or (2) the Executive’s death.

  • Post-Termination Period means a period of 12 months (subject to extension as set forth in Section 8(f)) following the effective date of the termination of Executive’s employment.

  • Agreement Termination Date is defined in Section 7.4.

  • Initial Termination Date has the meaning set forth in Section 9.1(b)(i).

  • SOFR Benchmark Transition Event means the occurrence of a Benchmark Transition Event with respect to the then-current Benchmark;

  • Affiliation period means a period which, under the terms of the health insurance coverage offered

  • Acquisition Period means the period ending five (5) business days prior to

  • Start-up period means up to a maximum of 7 Academy Financial Years and covers the period up to and including the first Academy Financial Year in which all age groups are present at the Academy (that is, all the pupil cohorts relevant to the age-range of the Academy will have some pupils present).

  • Ramp Period The Ramp Period begins on the Effective Date and ends after three (3) full months. At all times during the Ramp period, Customer will receive the rates, discounts, charges and credits in the agreement and will not be subject to an AVC. Annual Volume Commitment (“AVC”): Customer agrees to pay Company no less than $2,836,000 in Total Service Charges in each twelve-month period during the Initial Term (“Contract Year”), which is the Annual Volume Commitment (“AVC”).

  • Benchmark Transition Event means the occurrence of one or more of the following events with respect to the then-current Benchmark:

  • Retention Period means the time period that the Customer Data is stored within the cloud storage, as specified in the product addenda.

  • Promotion Period means the period the Promotion is open, as specified in clause 5.1.

  • Implementation Period means the period from the date of signing of the Agreement and up to the issuance of Final Acceptance Certificate for the project.

  • Anticipated Termination Date Any Distribution Date on which it is anticipated that the Trust Fund will be terminated pursuant to Section 9.01(c) of this Agreement.

  • Operation Period means the period commencing from COD and ending on the Transfer Date;

  • Service Transfer Date means the date of a Service Transfer;

  • Consultation Period means the period of sixty (60) days or such longer period as the Parties may agree, commencing from the date of issue of a TSP’s Preliminary Notice or a Nodal Agency’s Preliminary Termination Notice, as provided in Article 13 of this Agreement, for consultation between the Parties to mitigate the consequence of the relevant event having regard to all the circumstances;

  • Service Period has the meaning given to it in Framework Schedule 4 (Template Order Form and Template Call Off Terms) as refined by a Contracting Body in a Call Off Agreement between that Contracting Body and the Supplier;

  • Application Period means the months beginning with the month in which the application is considered to be filed, through and including the month in which an eligibility determination is made.

  • Pre-Distribution Period means any Taxable period (or portion thereof) ending on or before the Distribution Date.

  • Standstill Termination Date means the earlier of (i) the first anniversary of the Board Rights Termination Date and (ii) the later of (A) the third anniversary of this Agreement or (B) the first anniversary of the date on which both the Purchaser Designated Director has resigned from the Board and the Purchaser has permanently waived and renounced the Purchaser’s Board observation rights and Board designation rights in Section 1 and Section 2 of this Agreement.