Organon Assets definition
Examples of Organon Assets in a sentence
Notwithstanding the foregoing, any Delayed Organon Assets or Delayed Organon Liabilities shall continue to constitute Organon Assets or Organon Liabilities, respectively, for all other purposes of this Agreement and the Transaction Documents, regardless of when such Delayed Organon Assets or Delayed Organon Liabilities are assumed by Organon or an Organon Subsidiary or designee.
The Parties acknowledge and agree that the Separation is intended to result in Organon owning the Organon Assets and assuming the Organon Liabilities as set forth below in this Article II and in the applicable Transaction Documents.
Notwithstanding the foregoing, any Deferred Organon Local Business shall continue to constitute Organon Assets or Organon Liabilities, as applicable, for all other purposes of this Agreement.
The assumption by Organon and the applicable Organon Subsidiaries of the Organon Liabilities is in partial consideration for the Organon Assets being transferred to them in connection with the Separation.
The PMA fee shall be a Tenant Improvement Allowance Item payable by Landlord from the Tenant Improvement Allowance.
In addition, notwithstanding anything to the contrary in this Agreement or the IP License Agreements, the Parties acknowledge that any transfer or assignment from Merck or a Merck Subsidiary to Organon or an Organon Subsidiary of any patents or trademarks from Venezuela that would otherwise comprise Organon Assets, and any grant of any licensing rights from Merck or a Merck Subsidiary to Organon or an Organon Subsidiary to such assets, requires and is subject to prior authorization from OFAC.