Nontransferable Contract(s) definition

Nontransferable Contract(s) means any Contract to which Seller or any of its Affiliates is a party which, by its terms, may not be transferred or assigned, nor may the benefit thereof be transferred or assigned, in each case, in whole or in part, without the consent or approval of the other party thereto, including, without limitation, those Contracts identified in the Disclosure Schedule as non-transferable.
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Nontransferable Contract(s) has the meaning set forth in Section 7.6 (b) of this Agreement.
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Examples of Nontransferable Contract(s) in a sentence

  • Show and tell: Student and instructor percep- tions of screencast assessment.

  • At least three (3) Business Days prior to the Closing Date, Lafarge shall provide to the Purchaser a list of all material Nontransferable Contracts included in the Assets that it expects will not be assigned to the Purchaser at the Closing as a result of the provisions of the immediately following sentence.

  • No Seller shall be required to exercise any options to extend or renew the term of any Nontransferable Contracts.

  • Notwithstanding anything to the contrary contained in S ection 1.01(a), the Sellers shall not be required to assign to the Purchaser at the Closing anyNontransferable Contracts (or any rights related thereto, including to any Software) if the assignment or attempted assignment thereof would result in a breach or violation of, or default under, the terms thereof (any such Nontransferable Contracts beinghereinafter referred to as “Retained Contracts”).

  • Notwithstanding anything to the contrary contained in Section 1.01(a), the Sellers shall not be required to assign to the Purchaser at the Closing anyNontransferable Contracts (or any rights related thereto, including to any Software) if the assignment or attempted assignment thereof would result in a breach or violation of, or default under, the terms thereof (any such Nontransferable Contracts beinghereinafter referred to as “Retained Contracts”).

  • Notwithstanding anything to the contrary contained in Section 1.01(a), the Sellers shall not be required to assign to the Purchaser at the Closing any Nontransferable Contracts (or any rights related thereto, including to any Software) if the assignment or attempted assignment thereof would result in a breach or violation of, or default under, the terms thereof (any such Nontransferable Contracts being hereinafter referred to as “Retained Contracts”).

Related to Nontransferable Contract(s)

  • Transferable Permits means those Permits and Environmental Permits identified in Schedule 1.1(173), which may be transferred to Buyer without a filing with, notice to, consent or approval of any Governmental Authority.

  • transferable paper means a ballot paper on which, following a first preference, a second or subsequent preference is recorded in consecutive numerical order for a continuing candidate,

  • 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).

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

  • Transferable interest means the right, as originally associated with a person’s capacity as a member, to receive distributions from a limited liability company in accordance with the operating agreement, whether or not the person remains a member or continues to own any part of the right.

  • Transferable development right means a right to develop and use land that

  • transferable vote means a ballot document on which, following a first preference, a second or subsequent preference is recorded in consecutive numerical order for a continuing candidate,

  • Transferable means an obligation that is transferable to institutional investors without any contractual, statutory or regulatory restriction, provided that none of the following shall be considered contractual, statutory or regulatory restrictions:

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

  • Conditionally Transferable Obligation means a Valuation Obligation that is either Transferable, in the case of Bonds, or capable of being assigned or novated to all Modified Eligible Transferees without the consent of any person being required, in the case of any Valuation Obligation other than Bonds, in each case, as of the Valuation Date, provided, however, that a Valuation Obligation other than Bonds will be a Conditionally Transferable Obligation notwithstanding that consent of the Reference Entity or the guarantor, if any, of a Valuation Obligation other than Bonds (or the consent of the relevant obligor if the Reference Entity is guaranteeing such Valuation Obligation) or any agent is required for such novation, assignment or transfer so long as the terms of such Valuation Obligation provide that such consent may not be unreasonably withheld or delayed. Any requirement that notification of novation, assignment or transfer of a Valuation Obligation be provided to a trustee, fiscal agent, administrative agent, clearing agent or paying agent for a Valuation Obligation shall not be considered to be a requirement for consent for purposes of Section 3.32(b).

  • 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.

  • Fully Transferable Obligation means a Valuation Obligation that is either Transferable, in the case of Bonds, or capable of being assigned or novated to all Eligible Transferees without the consent of any person being required, in the case of any Valuation Obligation other than Bonds, in each case, as of the Valuation Date. Any requirement that notification of novation, assignment or transfer of a Valuation Obligation be provided to a trustee, fiscal agent, administrative agent, clearing agent or paying agent for a Valuation Obligation shall not be considered to be a requirement for consent for purposes of Section 3.31.

  • Customer Contracts has the meaning set forth in Section 1.1(b)(ii)(A).

  • Permits and Licenses means any approval, consent, license, permit, waiver, exception, variance or other authorization issued, granted, given, or otherwise made available by or under the authority of a government or governmental agency or under any applicable law, regulation, rule or order.

  • transferable securities means those classes of securities which are negotiable on the capital market, with the exception of instruments of payment, such as:

  • FCC Licenses means a License issued or granted by the FCC.

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

  • Permitted Licenses are (A) licenses of over-the-counter software that is commercially available to the public, and (B) non-exclusive and exclusive licenses for the use of the Intellectual Property of Borrower or any of its Subsidiaries entered into in the ordinary course of business, provided, that, with respect to each such license described in clause (B), (i) no Event of Default has occurred or is continuing at the time of such license; (ii) the license constitutes an arms-length transaction, the terms of which, on their face, do not provide for a sale or assignment of any Intellectual Property and do not restrict the ability of Borrower or any of its Subsidiaries, as applicable, to pledge, grant a security interest in or lien on, or assign or otherwise Transfer any Intellectual Property; (iii) in the case of any exclusive license, (x) Borrower delivers ten (10) days’ prior written notice and a brief summary of the terms of the proposed license to Collateral Agent and the Lenders and delivers to Collateral Agent and the Lenders copies of the final executed licensing documents in connection with the exclusive license promptly upon consummation thereof, and (y) any such license could not result in a legal transfer of title of the licensed property but may be exclusive in respects other than territory and may be exclusive as to territory only as to discrete geographical areas outside of the United States; and (iv) all upfront payments, royalties, milestone payments or other proceeds arising from the licensing agreement that are payable to Borrower or any of its Subsidiaries are paid to a Deposit Account that is governed by a Control Agreement.

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

  • Seller Contracts means all Contracts (i) relating to the Business under which Seller has or may acquire any rights or benefits, (ii) relating to the Business under which Seller has or may become subject to any obligation or Liability or (iii) by which any of the Purchased Assets or Assumed Liabilities is or may become bound.

  • Personal Property Leases has the meaning set forth in Section 2.1(e).

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

  • Pre-Existing Intellectual Property Rights means any Intellectual Property Rights vested in or licensed to the Client or the Contractor prior to or independently of the performance by the Client of the Contractor of their obligations under this Contract.

  • Licensable means having the right to grant, to the maximum extent possible, whether at the time of the initial grant or subsequently acquired, any and all of the rights conveyed herein.

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

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