Transferred Permit definition

Transferred Permit has the meaning as set out in Clause 2.1.1(B).
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Transferred Permit is defined in Section 1.1(f). “Valid Claim” means (a) any claim of an issued and unexpired patent in the Program Patents, (as may be extended through supplementary protection certificate or patent term extension), which claim (i) has not been revoked, held invalid or unenforceable by a patent office, court or other governmental agency of competent jurisdiction in a final and non-appealable judgment (or judgment from which no appeal was taken within the allowable time period) and (ii) has not been disclaimed, denied or admitted to be invalid or unenforceable through reissue, re- examination or disclaimer or otherwise or (b) any claim of a pending application in the Program Patents, which claim has not been pending for more than five (5) years from its earliest U.S. or foreign priority date. “WARN Act” means the federal Worker Adjustment and Retraining Notification Act, 29 U.S.C. § 2101 et seq. (1988) and any similar Laws, including Laws of any state, country or other locality that is applicable to a termination of employees, including the Cal-WARN Act, Cal. Labor Code §§ 1400-1408. [Signature Page Follows]
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Examples of Transferred Permit in a sentence

  • No event has occurred that, with or without notice or lapse of time or both, would reasonably be expected to result in the revocation, suspension, lapse or limitation of any Transferred Permit.

  • During the past three (3) years, none of Seller or the Selling Affiliates has received written notice of any suit, action or proceeding relating to the revocation or modification of any Transferred Permit the loss of which, individually or in the aggregate, has had or would reasonably be expected to have a Material Adverse Effect.

  • Purchaser agrees that, except for the provision of Section 1.05(b), Seller and its Affiliates shall not have any liability or obligation whatsoever to Purchaser arising out of or relating to the failure to obtain any consents or waivers that may be required in connection with the transactions contemplated by this Agreement or because of the termination of any Transferred Contract or Transferred Permit as a result thereof.

  • Since the Look-Back Date, all required filings with respect to each such Transferred Permit have been timely made and all required applications for renewal thereof have been timely filed.

  • To the Knowledge of Seller, no event has occurred that, with or without notice or lapse of time or both, would reasonably be expected to result in the revocation, suspension, lapse, or limitation of any Transferred Permit.

  • Seller possesses all such Transferred Permits, and each such Transferred Permit is validly and presently in effect (and the continuing validity and effectiveness of such Transferred Permit will not be affected by the consummation of the Closing), and Seller is not in default (with or without notice or lapse of time, or both) under any Transferred Permit in any material respect.

  • Notwithstanding the foregoing, neither Party shall be required to incur any Liabilities to the third parties that are party to the Non-Assignable Contracts or provide any financial accommodation, in order to obtain any such Third Party Approval or take such Permit Action with respect to the transfer or assignment of any such Non-Assignable Contract or the issuance of any such Transferred Permit.

  • There are no Legal Proceedings pending, nor to the Knowledge of Seller, threatened, that seek the revocation, cancellation, suspension, failure to renew or materially adverse modification of any such Transferred Permit.

  • For the avoidance of doubt, neither the Seller nor any of its Affiliates warrants, or shall be responsible for, the successful maintenance or renewal of any Transferred Permit.

  • There is no Legal Proceeding pending or, to the Knowledge of the Sellers, threatened that would result in the termination, revocation, suspension or restriction of any Transferred Permit or the imposition of any fine, penalty or other sanctions for violation of any legal or regulatory requirements relating to any Transferred Permit.

Related to Transferred Permit

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

  • Required Permits shall have the meaning set forth in Section 6.24.

  • Required Permit means a Permit (a) issued or required under Laws applicable to the business of Borrower or any of its Subsidiaries or necessary in the manufacturing, importing, exporting, possession, ownership, warehousing, marketing, promoting, sale, labeling, furnishing, distribution or delivery of goods or services under Laws applicable to the business of Borrower or any of its Subsidiaries or any Drug Application (including without limitation, at any point in time, all licenses, approvals and permits issued by the FDA or any other applicable Governmental Authority necessary for the testing, manufacture, marketing or sale of any Product by any applicable Borrower(s) as such activities are being conducted by such Borrower with respect to such Product at such time), and (b) issued by any Person from which Borrower or any of their Subsidiaries have received an accreditation.

  • Title V Permit means an operating permit under Title V of the Act.

  • Licenses and Permits means, collectively, all of Seller’s right, title and interest, to the extent assignable, in and to licenses, permits, certificates of occupancy, approvals, dedications, subdivision maps and entitlements now or hereafter issued, approved or granted by the Authorities in connection with the Real Property and the Improvements, together with all renewals and modifications thereof.

  • work permit shall have the meaning set forth in Section 2.21(e).

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

  • Transferred IP means the intellectual property rights set out in the Asset List.

  • Company Permits has the meaning set forth in Section 3.12(a).

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

  • Transferred Intellectual Property means (a) all Owned Intellectual Property, (b) all Intellectual Property Licenses, and (c) all Technology owned by or licensed to Sellers that is exclusively used in connection with the conduct of the Business as currently conducted (the foregoing constituting the “Transferred Technology”).

  • Seller Contracts means those Contracts of Seller or any Other Seller that relate primarily to the Business.

  • Seller Intellectual Property means any Intellectual Property that is owned by either Seller and primarily used in connection with the Business.

  • Transferable Permits means all those Permits and Environmental Permits used or held for use primarily in the operation or conduct of the Business (and all applications pertaining thereto) that are transferable under applicable Law (including Environmental Laws) from Seller to Purchaser or its designees.

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

  • Assumed Contract means any Executory Contract or Unexpired Lease assumed by the Reorganized Debtors in accordance with Article V of the Plan.

  • Parent Permits has the meaning set forth in Section 4.1.

  • Seller Plans has the meaning set forth in Section 3.13(a).

  • Governmental Permit means any license, franchise, permit or other authorization of any Governmental Authority.

  • Special permit means permission granted specifically on application in advance and in accordance with Annex II and Annex III.

  • 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.

  • Transferred Patents means those Patents identified on Schedule 1.01(g).