Transfers Not definition

Transfers Not. Effected Prior to the Distribution; Transfers Deemed Effective as of the Distribution Date. To the extent that any transfers contemplated by this Article II shall not have been consummated on the Distribution Date, including, without limitation, any Foreign Transfers, the parties shall cooperate to effect such transfers as promptly following the Distribution Date as shall be practicable. Nothing herein shall be deemed to require the transfer of any Assets or the assumption of any Liabilities which by their terms or operation of law cannot be transferred or assumed; provided, however, that Grace and New Grace and their respective Subsidiaries shall cooperate to obtain any necessary consents or approvals for the transfer of all Assets and Liabilities contemplated to be transferred pursuant to this Article II. In the event that any such transfer of Assets or Liabilities has not been consummated, effective as of and after the Distribution Date, the party retaining such Asset or Liability shall thereafter hold such Asset in trust for the use and benefit of the party entitled thereto (at the expense of the party entitled thereto) and retain such Liability for the account of the party by whom such Liability is to be assumed pursuant hereto, and take such other action as may be reasonably requested by the party to which such Asset is to be transferred, or by whom such Liability is to be assumed, as the case may be, in order to place such party, insofar as reasonably possible, in the same position as would have existed had such Asset or Liability been transferred as contemplated hereby. As and when any such Asset or Liability becomes transferable, such transfer shall be effected forthwith. The parties agree that, as of the Distribution Date, each party hereto shall be deemed to have acquired complete and sole beneficial ownership over all of the Assets, together with all rights, powers and privileges incident thereto, and shall be deemed to have assumed in accordance with the terms of this Agreement all of the Liabilities, and all duties, obligations and responsibilities incident thereto, which such party is entitled to acquire or required to assume pursuant to the terms of this Agreement.

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Transfers Not. Effected Prior To Effective Time; Transfers Deemed Effective As Of Effective Time.............................................. 9 2.13

Transfers Not. Effected At or Prior to the Distribution; Transfers Deemed Effective as of the Distribution Date 8 Section 2.05 No Representations or Warranties 9 Section 2.06 Conveyancing and Assumption Instruments 10 Section 2.07 Tax Treatment 10

Examples of Transfers Not in a sentence

Festive Winter Summer/Fall Booking Shared Private Jet Air Transfers Not applicable US$750 per person One Way US$750 per person One Way ▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ The Shared Private Jet Service is on a first come first serve basis.
Transfers Not Effected Prior to the Distribution....................................12 Section 2.04.
Transfers Not Effected Prior to the Distribution; Transfers Deemed Effective as of the Distribution Date.........................................................
Transfers Not Effected Prior to the Separation; Transfers Deemed Effective as of the Assumption Time..
Transfers Not Effected Prior to the Distribution; Transfers Deemed Effective as of the Distribution Date...............................................
Transfers Not Effected Prior to the Distribution; Transfers Deemed Effective as of the Distribution Date...............
Transfers Not Effected at or Prior to the Effective Time; Transfers Deemed Effective as of the Effective Time 17 Section 2.7. Conveyancing and Assumption Instruments 18 Section 2.8. Further Assurances; Ancillary Agreements 19 Section 2.9. Novation of Liabilities; Indemnification 20 Section 2.10.
Transfers Not Effected Prior to the Distributions; Transfers Deemed Effective as of the Distribution Date............................
General 2 Section 1.2 References; Interpretation 38 Section 1.3 Effective Time; Suspension 38 Section 2.1 General 38 Section 2.2 Transfer of Assets 39 Section 2.3 Assumption and Satisfaction of Liabilities 40 Section 2.4 Intercompany Accounts 40 Section 2.5 Limitation of Liability 41 Section 2.6 Transfers Not Effected on or Prior to the Effective Time; Transfers Deemed Effective as of the Effective Time 42 Section 2.7 Misdirected Customer Payments and Deductions.
Transfers Not Effected Prior to the Distribution; Transfers Deemed Effective as of the Distribution Date...

More Definitions of Transfers Not

Transfers Not. Effected as of the Date Hereof. Nothing herein shall be deemed to require the transfer of any Acquired Asset that by its terms or by operation of law cannot be freely transferred or assumed. To the extent that E▇▇▇▇▇▇, Parent or Novacor LLC has been unable to obtain any governmental or any third party consents or approvals required for the transfer of any Acquired Asset and to the extent not otherwise prohibited by the terms of any Acquired Asset, E▇▇▇▇▇▇ and Parent shall continue to be bound by the terms of any Acquired Asset and shall pay, perform and discharge fully all of its obligations thereunder from and after the date hereof and Novacor LLC shall assist E▇▇▇▇▇▇ and Parent in every manner possible to satisfy such obligations. E▇▇▇▇▇▇ and Parent shall exercise or exploit its rights in respect of such Acquired Assets only as reasonably directed by Novacor LLC and at Novacor LLC's expense. Novacor LLC, E▇▇▇▇▇▇ and Parent shall continue to use reasonable efforts to obtain all such unobtained consents or approvals at the earliest practicable date; provided, however, E▇▇▇▇▇▇ and Parent shall have no obligation to pay or incur any costs in order to obtain any such consents or approvals other than nominal fees or charges related thereto. If and when any such consents or approvals shall be obtained, then E▇▇▇▇▇▇ or Parent, as the case may be, shall promptly assign all its rights and obligations thereunder to Novacor LLC without payment of consideration and Novacor LLC shall, without the payment of any consideration therefor, assume such rights and obligations.

Transfers Not. Effected at or Prior to the Distribution Effective Time;

Transfers Not. Effected at or Prior to the Separation Time; Transfers Deemed Effective as of the Separation Time 25