Target Asset Agreements definition

Target Asset Agreements has the meaning given to it in the Implementation Agreement;
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Target Asset Agreements means: (A) the Share and Business Sale Agreement dated 22 April 2014, and as amended and/or restated relating to the Vaccines Group (as defined therein) between GSK and Novartis (the “Vaccines Target Asset Agreement”); (B) the Asset Sale and Purchase Agreement relating to the sale or licence of certain assets and other rights relating to certain oncology products dated 22 April 2014, and as amended and/or restated between GSK and Novartis (the “Oncology Target Asset Agreement”); and (C) the Contribution Agreement dated 22 April 2014, and as amended and/or restated among GSK, Novartis and Xxx Constellation Limited (“CHJV”) under which (i) GSK will contribute its consumer healthcare business to CHJV and (ii) Novartis will contribute its over-the-counter consumer healthcare business to CHJV (the “CH Target Asset Agreement”);
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Examples of Target Asset Agreements in a sentence

  • In all circumstances Closing shall only occur simultaneously with closing under the other Target Asset Agreements.

  • On the same date as this Agreement, the parties entered into the Target Asset Agreements and the Put Option Agreement (as defined below).

  • Without prejudice to clause 5, each party shall bear their own costs and expenses in connection with the Transaction, this Agreement, the Target Asset Agreements, and the Put Option Agreement, including, for the avoidance of doubt and without limitation, the negotiation, entering into and completion of this Agreement, the Target Asset Agreements and the Put Option Agreement.

  • Save as otherwise provided in this Agreement (including Schedule 25), Closing shall take place simultaneously with closing under the other Target Asset Agreements at the offices of Freshfields Bruckhaus Xxxxxxxx, 00 Xxxxx Xxxxxx, Xxxxxx XX0X 0XX (other than in respect of any Local Transfer Documents agreed between the parties to be executed in another jurisdiction) on the last *** Note: Confidential treatment has been requested with respect to the information contained within the [***] marking.

Related to Target Asset Agreements

  • Target Assets means the types of assets invested in by the Company, subject to, and including any changes in, the Investment Guidelines.

  • Acquisition Agreements has the meaning specified in the Recitals.

  • Tax Receivable Agreements means this Agreement and any Post-IPO TRA.

  • Investment Agreements has the meaning set forth in the Recitals.

  • Contribution Agreements has the meaning set forth in the Recitals.

  • Funding Agreements means all or any of the agreements or instruments to be entered into by a Project Service Provider or any of their Associates relating to the financing of its business of providing services pursuant to the terms of any Project Agreements, excluding always the Project Agreements themselves;

  • Distribution Agreements means (i) any and all agreements entered into by a Credit Party, pursuant to which such Credit Party has sold, leased, licensed or assigned distribution rights or other exploitation rights to any Item of Product to an un-Affiliated Person, and (ii) any and all agreements hereafter entered into by a Credit Party pursuant to which such Credit Party sells, leases, licenses or assigns distribution rights or other exploitation rights to an Item of Product to an un-Affiliated Person.

  • 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.

  • Reinvestment Agreements One or more reinvestment agreements, acceptable to the Rating Agencies, from a bank, insurance company or other corporation or entity (including the Trustee).

  • Seller Agreements means those agreements between Seller and third parties, including Artists and/or PRO, wherein Seller is entitled to receive the Percentage Interest of all Assets.

  • Support Agreements has the meaning set forth in the Recitals.

  • Non-Core Assets means: (1) all intangible present and possible future authorizations, rights, interests and other intangible assets related to all “western” DBS orbital locations other than the 148 degree orbital slot (as the term “western” is used by the FCC) held by the Company and/or any of its Subsidiaries at any time; (2) all intangible present and possible future authorizations, rights, interests and other intangible assets related to the fixed satellite service in the Ku-band, extended Ku-band, Ka-band and C-band held by the Company and/or any of its Subsidiaries at any time; (3) all present and possible future intangible authorizations, rights, interests and other intangible assets related to any mobile satellite service held by the Company and/or any of its Subsidiaries at any time; (4) all present and possible future intangible authorizations, rights, interests and other intangible assets related to local multi-point distribution service; and (5) any Subsidiary of the Company the assets of which consist solely of (i) any combination of the foregoing and (ii) other assets to the extent permitted under the provision described under the second paragraph of Section 4.19 of this Indenture.

  • Company IP Agreements means all licenses, sublicenses, consent to use agreements, settlements, coexistence agreements, covenants not to xxx, permissions and other Contracts (including any right to receive or obligation to pay royalties or any other consideration), whether written or oral, relating to Intellectual Property to which the Company is a party, beneficiary or otherwise bound.

  • Permitted Acquisition Certificate means a certificate substantially the form of Exhibit F or any other form approved by the Administrative Agent.

  • Divestiture Assets means all of Defendants’ rights, titles, and interests in and to:

  • Specified Acquisition Agreement Representations means such of the representations and warranties in the Acquisition Agreement made by the Acquired Company with respect to the Acquired Company and its subsidiaries as are material to the interests of the Lenders, but only to the extent that the Borrower (and/or its applicable Affiliate) has the right to terminate its and/or such Affiliate’s obligations under the Acquisition Agreement as a result of a breach of such representations in the Acquisition Agreement.

  • Tax Receivable Agreement means the Tax Receivable Agreement dated as of or about the date hereof among the Company, Managing Member and the other parties from time to time party thereto, as amended from time to time.

  • Closing Date Transactions means, collectively (a) the funding of the Loans on the Closing Date and the execution and delivery of Loan Documents to be entered into on the Closing Date, (b) the Debt Proceeds Transfer, and (c) the payment of Closing Date Transaction Expenses.

  • Acquisition Agreement means a letter of intent, agreement in principle, merger agreement, acquisition agreement, option agreement or other similar agreement.

  • Existing Agreements has the meaning as set forth in Section 3.2 hereof.

  • Permitted Affiliate Transactions means the following:

  • Management Agreements shall have the meaning provided in Section 5.05.

  • Intercompany Agreements has the meaning set forth in Section 2.03(a).

  • Acquisition Assets With respect to an Acquisition, the aggregate net assets as of the effective date of such Acquisition of all Acquired Funds.

  • Equity Agreements has the meaning set forth in Section 5.1.

  • Collateral Acquisition Agreements means each of the agreements entered into by the Issuer in relation to the purchase by the Issuer of Collateral Debt Obligations from time to time.