Transferred Customer Contracts definition

Transferred Customer Contracts means all (a) Contracts with customers for the provision by Sellers or any of their Subsidiaries of only Transferred Services; and (b) the portion of any Shared Customer Contract that provides for the delivery of Transferred Services, it being understood that in no event shall those portions of any Shared Customer Contract providing for the delivery of goods and services that do not constitute Transferred Services be considered a Transferred Customer Contract.
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Transferred Customer Contracts means those Customer Contracts, or the portions thereof, set forth on Schedule 1.1(b)(i)(E).
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Transferred Customer Contracts means all Customer Contracts entered into by the Seller or its Affiliates (i) listed on Schedule 9.01(d) or (ii) that relate exclusively to the Transferred Business.
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Examples of Transferred Customer Contracts in a sentence

  • Notwithstanding anything to the contrary in this Agreement, Purchaser acknowledges and agrees that no volume, minimum purchase or similar commitments under Shared Customer Contracts or any rights relating thereto will be transferred to the Acquired Subsidiaries as part of the Transferred Customer Contracts or otherwise in whole or in part, except to the extent solely related to the Transferred Services.

  • Notwithstanding the preceding sentence, the Seller may enter into contracts relating to Brazil Regions 1 and 3 without the Purchaser's consent, provided, however, that such contracts shall not become Transferred Customer Contracts unless the Purchaser has consented thereto, and if the Purchaser does not so consent, the infrastructure equipment required thereunder shall be manufactured and supplied by a third party and not by the Seller.

  • The Plaintiff further alleged that the Township of Galloway was negligent in its duty to properly train and supervise the members of the Galloway Police Department.

  • The FairMarket Services Manager will (1) manage all Services related to the Transferred Customer Contracts, the Terminated Agreement Obligations, and the New Contracts, and regularly confer with the eBay Services Manager regarding same; and (2) provide primary day-to-day management for any transition or migration Services but report to the eBay Services Manager regarding same.

  • For the avoidance of doubt, the provisions of the preceding sentence are not intended to apply to customer Contracts that are or should have been listed on Schedule 1.1(d) but which have not become Transferred Customer Contracts; however, the provisions of Section 4.3(c)(i), (ii) and (iii) above shall apply to such Contracts.

  • Schedule 5.9 of Sellers Disclosure Schedule contains a list of (x) all Transferred Customer Contracts, and (y) all other Transferred Contracts (i) involving at least $10,000 of future consideration, or (ii) having a remaining duration of at least six months, or (iii) otherwise material to the Business.

  • The Scheme provides that the Transferee will not be entitled to apply any all monies clauses in Existing Transferee Agreements to secure any liability arising under any Transferred Customer Contracts, or to apply any all monies clauses in Transferred Customer Contracts to secure any liability arising under any Existing Transferee Agreement.

  • FairMarket will provide the Services to eBay (or, as requested by eBay, to its Affiliates) during the term of this Agreement as necessary to perform the Terminated Agreement Obligations and the operational obligations under the Transferred Customer Contracts and the New Contracts (excluding any indemnities, representations and warranties, and payment obligations).


More Definitions of Transferred Customer Contracts

Transferred Customer Contracts means all: (i) Contracts of Seller with customers for the provision by Seller of services solely in the Transferred Business (and not, for the avoidance of doubt, services at any location other than the Acquired Leased Real Property); and (ii) the portion of any Shared Customer Contract that provides for the delivery of services in the Transferred Business, it being understood that in no event shall those portions of any Shared Customer Contract providing for the delivery of goods and services at any location other than the Acquired Leased Real Property be considered a Transferred Customer Contract.
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Transferred Customer Contracts shall have the meaning set forth in Section 1.1(d).
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Transferred Customer Contracts means all Contracts with customers (other than Retained Customer Contracts) relating to the Business as to which a Transferring Company has the direct contractual relationship with the customer (and therefore bills the customer and is primarily responsible for controlling the customer relationship), it being understood that the relevant Excluded Company (as a Lumen Service Provider) will provide services to the relevant Transferring Company (as a
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Transferred Customer Contracts means all Contracts with customers (other than Retained Customer Contracts) relating to the Business as to which a Transferring Company has the direct contractual relationship with the customer (and therefore bills the customer and is primarily responsible for controlling the customer relationship), it being understood that the relevant Excluded Company (as a Lumen Service Provider) will provide services to the relevant Transferring Company (as a Buyer Customer) to the extent necessary to enable the Transferring Companies to discharge their obligations to the customer under any Transferred Customer Contract, all on the terms and conditions specified in the Lumen Master Services Agreement or other applicable Transaction Document.
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Transferred Customer Contracts means any and all FairMarket customer contracts included in the Transferred Contracts (as that term is defined in the Asset Purchase Agreement).
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Related to Transferred Customer Contracts

  • Customer Contracts has the meaning set forth in Section 2.1(b)(ii)(A).

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

  • Customer Contract means a Contract (or group of related Contracts) pursuant to which any Group Company, after giving effect to the Pre-Closing Business Transfers, licenses or otherwise provides products and services to customers of the Business.

  • Covered Customer means any Person who is or was an actual customer or client (or prospective customer or client with whom a Covered Party actively marketed or made or taken specific action to make a proposal) of a Covered Party, as of the Closing Date, at any time during the Restricted Period and as of the relevant time of determination.

  • Seller Contracts means all contracts, agreements and leases, other than those that are Governmental Permits, to which Seller is a party and pertain to the ownership, operation or maintenance of the Assets or the Business, including those described on Schedule 1.8.

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

  • Informed Customer Consent means, in the case where consent is required: (1) the Customer is provided with a clear statement of the data or information to be collected and allowable uses of that data or information by the party seeking consent; (2) the frequency of data or information release and the duration of time for which the consent is valid; and (3) process by which the Customer may revoke consent. In no case shall silence by the Customer ever be construed to mean express or implied consent to a request by the Company, or its Contractors. Customer consent shall be provided directly from the Customer and documented in writing, subject to forms and processes as defined by the Company.

  • Company IP Contract means any Contract to which the Company is a party or by which the Company is bound, that contains any assignment or license of, or covenant not to assert or enforce, any Intellectual Property Right or that otherwise relates to any Company IP or any Intellectual Property developed by, with, or for the Company.

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

  • household customer means a customer purchasing electricity for his own household consumption, excluding commercial or professional activities;

  • Assumed Contract has the meaning set forth in Section 2.1(b)(iv).

  • Acquired Contracts has the meaning given in Section 2.1(a).

  • Restricted Customer means any customer to whom or to which goods or services were provided by the Company during the two-year period prior to the date of Employee’s employment, and any potential customer of the Company that the Company solicited during the one-year period prior to the date of termination of Employee’s employment with the Company.

  • End Customer means an enterprise customer to which Partner markets or sells Products for internal use.

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

  • Assigned Contract shall have the meaning set forth in Section 1.1(b).

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

  • Key Sub-Contract means each Sub-Contract with a Key Sub-Contractor;

  • Company Customer means a person or entity for whom the Company or any of its Subsidiaries was providing services either at the time of, or at any time within the twelve (12) months preceding the Termination Date, and for whom the Participant had direct contact with and/or carried out or oversaw a material business responsibility during said twelve (12) month period or about whom the Participant had exposure to or received Confidential Information as a result of the Participant’s employment with the Company or any of its Subsidiaries.

  • Native Load Customers means the wholesale and retail power customers of a Transmission Owner on whose behalf the Transmission Owner, by statute, franchise, regulatory requirement, or contract, has undertaken an obligation to construct and operate the Transmission Owner’s system to meet the reliable electric needs of such customers.

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

  • Retained Contracts shall have the meaning set forth in Section 1.2(i).

  • the Business means the usual work and activities carried on by the Insured pertaining to his business as specified in the Schedule and no others.

  • Transferred Permits has the meaning set forth in Section 1.1(b).

  • Existing Customer means an individual who has purchased goods or services from a person, who is the recipient of a voice communication from that person, and who either paid for the goods or services within the 12 months preceding the voice communication or has not paid for the goods and services at the time of the voice communication because of a prior agreement between the person and the individual.

  • Business Licenses has the meaning ascribed to it in Section 1.01(a)(x).