Standalone Drug Sale definition

Standalone Drug Sale means the purchase and sale of the Standalone Drug Business, on the terms and subject to the conditions set forth in the Standalone Drug Sale Agreement.

Examples of Standalone Drug Sale in a sentence

  • The Company will use reasonable best efforts to cause the conditions to the consummation of the Standalone Drug Sale Agreement to be satisfied (or waived by the other party thereto).

  • The Company shall comply with the terms of the Standalone Drug Sale Agreement in all material respects.

  • This Separation Agreement shall terminate automatically upon any termination of the Merger Agreement or the Standalone Drug Sale Agreement in accordance with the terms thereof.

  • Notwithstanding anything to the contrary in this Separation Agreement, other than with respect to the Standalone Drug Sale, New Diamond and Onyx agree that New Diamond shall bear 50% of all documentary, sales, use, registration, value added, transfer, recordation stamp and similar Taxes (collectively, “Transfer Taxes”) imposed on the Reorganization or the transactions set forth in Section 2.1(a), and Onyx shall bear 50% of any such Transfer Taxes.

  • In addition to the foregoing, immediately following the consummation of the Standalone Drug Sale, the Company shall, and shall cause each of its Subsidiaries to, convey, assign, transfer or otherwise distribute all of the cash proceeds from the Standalone Drug Sale to New Diamond (the “Post-Standalone Drug Sale Cash Sweep”).

  • Assuming the receipt of the proceeds of the Standalone Drug Sale, and the consummation of the transactions contemplated by the Separation Agreement, Parent and Acquisition Sub will have at and after the Closing funds sufficient to consummate the Emerald Merger on the terms and conditions set forth in this Agreement.

  • The consummation of the Transactions and the Standalone Drug Sale will not cause any advances under the Advance Contracts to be repayable within one year of the Closing Date (the “First Operating Year”), assuming the Company’s and its Subsidiaries’ business consisted only of the New Diamond Business and generated a sales volume during the course of the First Operating Year that is consistent with the sales volume of the New Diamond Business over that past year.

  • Notwithstanding anything to the contrary in this Separation Agreement, other than with respect to the Standalone Drug Sale, New Diamond and Onyx agree that New Diamond shall bear 50% of all documentary, sales, use, registration, value added, transfer, recordation stamp and similar Taxes (collectively, "Transfer Taxes") imposed on the Reorganization or the transactions set forth in Section 2.1(a), and Onyx shall bear 50% of any such Transfer Taxes.

Related to Standalone Drug Sale

  • Spray buff product means a product designed to restore a worn floor finish in conjunction with a floor buffing machine and special pad.

  • Licensed Product means any pharmaceutical product containing a Licensed Compound (alone or with other active ingredients), in all forms, presentations, formulations and dosage forms.

  • Biosimilar Product means, with respect to a Licensed Product and on a country-by-country basis, a product that [***].

  • Tobacco product means any substance containing tobacco leaf, including but not limited to, cigarettes, cigars, pipe tobacco, hookah tobacco, snuff, chewing tobacco, dipping tobacco, bidis, blunts, clove cigarettes, or any other preparation of tobacco; and any product or formulation of matter containing biologically active amounts of nicotine that is manufactured, sold, offered for sale, or otherwise distributed with the expectation that the product or matter will be introduced into the human body by inhalation, ingestion, or absorption; but does not include any cessation product specifically approved by the U.S. Food and Drug Administration for use in treating nicotine or tobacco dependence.

  • Hemp product means the same as that term is defined in § 3.2-4112.