Non-Transferable Contracts definition

Non-Transferable Contracts has the meaning set forth in Section 3.4(a).
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Non-Transferable Contracts means those agreements that would otherwise constitute "Contracts" within the meaning of Section 2.04 hereof, but for the lack of consent of a third party as required by such agreements.
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Non-Transferable Contracts shall have the meaning ascribed to such term in Section 2.7.
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Examples of Non-Transferable Contracts in a sentence

  • Purchasers and Sellers shall identify the initial Non-Transferable Contracts in writing at or before the Closing.

  • Sellers agree that until such time as such consents are obtained, or in the event Sellers are unable to obtain all required consents or approvals under any Non-Transferable Contracts, Sellers shall, to the extent practicable without causing a default under or breach of such contracts, pass through to Purchasers the benefits and the obligations arising under such agreements as if such agreements had been assigned to Purchasers pursuant to this Agreement.

  • For the avoidance of doubt, as between Seller and Buyer, except as set forth in this Section 2.7, Non-Transferable Contracts shall be treated as Transferred Contracts for all purposes under this Agreement.

  • The Assets, except for the Excluded Assets and the Non-Transferable Contracts with respect to which Purchasers are unable to obtain the benefits described in Section 11.10 hereof, constitute all the Assets necessary or desirable to design, produce, manufacture, market, sell or distribute the CDI Products.

  • Purchasers agree to perform fully the obligations under such Non-Transferable Contracts to the extent Purchasers receive the benefits therefrom.

  • Sellers and Purchasers agree that, as of the Closing, Sellers will assign to Purchasers and Purchasers will assume from Sellers (i) all leases set forth on Schedule 3.14 and Schedule 1.4(a)(v) hereto, (ii) the contracts set forth on Schedule 3.18 hereto, together with any and all rights and obligations thereunder, and (iii) the other Assumed Liabilities, except, in each case, with respect to any Non-Transferable Contracts.

Related to Non-Transferable Contracts

  • Non-Assignable Contract means any agreement, contract or license to which any Grantor is a party that by its terms purports to restrict or prevent the assignment or granting of a security interest therein (either by its terms or by any federal or state statutory prohibition or otherwise irrespective of whether such prohibition or restriction is enforceable under Section 9-406 through 409 of the UCC).

  • Applicable Contracts has the meaning set forth in Section 2.15(a).

  • Company Contracts has the meaning set forth in Section 3.13(a).

  • Applicable Contract any Contract (a) under which the Company has or may acquire any rights, (b) under which the Company has or may become subject to any obligation or liability, or (c) by which the Company or any of the assets owned or used by it is or may become bound.

  • Transferred Contracts has the meaning ascribed to it in Section 2.1(c).

  • Eligible Contract means a currently effective written contract between Bank and a Subcustodian satisfying the requirements of paragraph (c)(2) of Rule 17f-5 (including any amendments thereto or successor provisions).

  • Sale Contract means a contract providing for the sale of one or more projects to one or more contracting parties and includes a contract providing for payment of the purchase price in one or more installments. If the sale contract permits title to the project to pass to the other contracting party or parties prior to payment in full of the entire purchase price, it shall also provide for the other contracting party or parties to deliver to the municipality or to the trustee under the indenture pursuant to which the bonds were issued one or more notes, debentures, bonds or other secured or unsecured debt obligations of such contractingparty or parties providing for timely payments, including without limitation, interest thereon for the balance of the purchase price at or prior to the passage of such title.

  • Company Contract means any Contract: (a) to which the Company or any of its Subsidiaries is a Party; (b) by which the Company or any of its Subsidiaries or any Company IP or any other asset of the Company or its Subsidiaries is or may become bound or under which the Company or any of its Subsidiaries has, or may become subject to, any obligation; or (c) under which the Company or any of its Subsidiaries has or may acquire any right or interest.

  • Business Contracts has the meaning ascribed to it in Section 1.01(a)(v).

  • Inbound Licenses means, collectively, any Contract (including covenants not to xxx) or other permission pursuant to which Seller is authorized or otherwise permitted to access or exploit any other Person’s IP, or any Contract pursuant to which Seller obtains a right to access or exploit a Person’s IP in the form of commercially available object code software or services, such as a software as a services Contract or a cloud services Contract.

  • Assigned Contracts has the meaning set forth in Section 2.01(c).

  • Eligible Ground Lease means a ground lease that (a) has a minimum remaining term of twenty-five (25) years, including tenant controlled options, as of any date of determination, (b) has customary notice rights, default cure rights, bankruptcy new lease rights and other customary provisions for the benefit of a leasehold mortgagee or has equivalent protection for a leasehold permanent mortgagee by a subordination to such leasehold permanent mortgagee of the landlord’s fee interest, and (c) is otherwise acceptable for non-recourse leasehold mortgage financing under customary prudent lending requirements. The Eligible Ground Leases as of the date of this Credit Agreement are listed on Schedule EG.

  • Lock-Up Agreements means the lock-up agreements that are delivered on the date hereof by each of the Company’s officers and directors, in the form of Exhibit A attached hereto.

  • Specified Contracts has the meaning set forth in Section 4.13(a).

  • Assumed Contracts has the meaning set forth in Section 2.1(d).

  • Service Contracts means contracts or agreements, such as maintenance, supply, service or utility contracts.

  • Subject Instruments shall nonetheless mean such instrument, agreement or other document, as the case may be, in its entirety, including any portions thereof which shall have been so redacted, deleted or otherwise not filed.

  • IP Contracts means a Contract granting or purporting to grant to Sellers rights in the Licensed Patents and the Licensed Marks.

  • Acceptable Confidentiality Agreement means a confidentiality agreement that contains provisions that are no less favorable in the aggregate to the Company than those contained in the Confidentiality Agreements; provided, that such agreement and any related agreements shall not include any provision calling for any exclusive right to negotiate with such party or having the effect of prohibiting the Company from satisfying its obligations under this Agreement.

  • Real Property Interests means all interests in real property of whatever nature, including easements, whether as owner or holder of a Security Interest, lessor, sublessor, lessee, sublessee or otherwise.

  • Existing Contracts means the existing licenses and contracts given by the Railway Administration / Authority, in relation to commercial establishments, as existing on Station Development Land, as on the date of the Agreement, and as further set out in the Schedules, which shall, for avoidance of doubt, exclude any licenses and/ or contracts in relation to any Excluded Activities and/or Railway Operational Activities;

  • IP Licenses shall have the meaning set forth in Section 3.12(a) hereof.

  • Qualified Contract A Contract that qualifies under the Code as an individual retirement annuity (“IRA”) or a Contract purchased under a Qualified Plan that qualifies for special tax treatment under the Code. Qualified Plan — A retirement plan that receives favorable tax treatment under Section 401, 403, 408, 408A or 457 of the Code. Quarterly Contract Anniversary — Every three month anniversary of the Contract Date. SEC — Securities and Exchange Commission.

  • Assumed Contract means any Executory Contract or Unexpired Lease assumed by the Reorganized Debtors in accordance with Article V of the Plan.

  • Seller Contracts means those Contracts of Seller or any Other Seller that relate primarily to the Business.

  • Assigned Contract has the meaning set forth in Section 1.5(a).