Transition Matters definition

Transition Matters has the meaning set forth in Section 5.16.
Transition Matters means any and all actions taken to effect or further the discontinuation, reduction, cessation or other reduction or modification of the international operations of the Company (and, to the extent relating to the Company, ACN) and/or the Company's (and, to the extent relating to the Company, ACN's) business and operations and presence in the following jurisdictions, including, without limitation, (i) the termination of the Company's (and, to the extent relating to the Company, ACN's) relationships, contracts and arrangements with its customers in such jurisdictions, (ii) the termination of the Company's (and, to the extent relating to the Company, ACN's) relationships, contracts and arrangements with its suppliers and service providers (including, without limitation ACN and its affiliates) in such jurisdictions, (iii) the termination of the Company's (and, to the extent relating to the Company, ACN's) relationships, contracts and arrangements with respect to such jurisdictions, and (iv) the termination of any real property or personal property leases or similar arrangements of the Company (and, to the extent relating to the Company, ACN) in such jurisdictions:
Transition Matters means the (a) Customer Contracts prior to the Customer Contract Election Date, and (b) the Undesignated Agreements and the Underlying Service Agreements in either case prior to either (i) the Assumption Date with respect to such Undesignated Agreement or Underlying Service Agreement, or (ii) the first day on which such Undesignated Agreement or Underlying Service Agreement may be rejected by Sellers without violating the restrictions on rejection of Contracts and Leases contained in this Agreement.

Examples of Transition Matters in a sentence

  • With respect to the Employment Period and at all times following the Separation Date, the Company shall not make, and the Company shall instruct its individual directors and executive officers not to make, disparaging or defamatory comments regarding the Executive in any respect or make any comments concerning Transition Matters, unless such comments are consistent with the Company’s public disclosures regarding the Transition Matters.

  • Section 5.6 Termination of Certain Services and Contracts; Transition Matters.

  • Calendar of Next Meeting and Subject Matters: January 15, 2019 at 7:00 a.m.; Clean- up of By-Laws; Progress of Case Worker and Coordinator Recruitment and Transition Matters.

  • Implementation and Transition Matters For inclusion in the Memorandum of Agreement that will be completed before the collective agreement is in a form for distribution.

  • I wish to report to the Assembly Committee Report 28-17(5), Standing Committee on Priorities and Planning Report on Transition Matters.

  • I wish to report to the Assembly Committee Report 27-17(5), Standing Committee on Social Programs Report on Transition Matters.

  • ConclusionThis concludes the Standing Committee on Social Programs’ Report on Transition Matters.

  • Conseco shall fully comply with the Separation and Transition Matters Agreement, as presented to the Department.

  • Reflections on Why the TJ Debate Matters, and Why South Africa’s Transition Matters to the Debate The debate about the scope of TJ’s remit matters for ethical, conceptual and practical reasons.

  • Conseco shall not unreasonably deny any request for an extension of, or addition to, services provided under the Separation and Transition Matters Agreement.

Related to Transition Matters

  • transitional matter means a matter that needs to be dealt with for the purpose of effecting the transition from the provisions of the Acts amended by this Act as in force before this Act comes into operation to the provisions of those Acts as in force after this Act comes into operation.

  • Transition Services Agreements means the transition services agreements between the Purchaser and one or more of the Sellers in substantially the forms attached hereto as Exhibit D and Exhibit E.

  • Transition training means written and verbal instructions

  • Transition Plan means a transition plan, acceptable to the LHIN that indicates how the needs of the HSP’s clients will be met following the termination of this Agreement and how the transition of the clients to new service providers will be effected in a timely manner; and

  • Transition Services Agreement means a transition services agreement substantially in the form attached hereto as Exhibit C to be entered into between Seller and Purchaser at the Closing.

  • staff matters means the remuneration, conditions of service, promotion, conduct, suspension, dismissal or retirement of staff;

  • Transition means: 1) the formal and physical process of transferring from school to school or 2) the period of time in which a student moves from one school in the sending state to another school in the receiving state.

  • Basic generation service transition costs means the amount by

  • Transition Services means a coordinated set of activities for a child with a disability that:

  • Tax Matters means all tax matters including criminal tax matters,

  • Indemnity Matters means any and all actions, suits, proceedings (including any investigations, litigation or inquiries), claims, demands and causes of action made or threatened against a Person and, in connection therewith, all losses, liabilities, damages (including, without limitation, consequential damages) or reasonable costs and expenses of any kind or nature whatsoever incurred by such Person whether caused by the sole or concurrent negligence of such Person seeking indemnification.

  • Transition Date means the date on which this contract comes into effect for all purposes. Schedule 1 (Contract Particulars)

  • Transition Property means the property right created by a financing order, including without

  • Employee Matters Agreement shall have the meaning set forth in the Separation Agreement.

  • Transition Agreement has the meaning set forth in Section 12.8.1.

  • Transitional Services Agreement means that certain Transitional Services Agreement to be entered into at the Closing between Seller or any of its Affiliates on the one hand, and Purchaser, on the other hand, in the form of Exhibit 10.1.236.

  • Specified Personnel means the personnel specified in the Contract to provide the Services.

  • Acquisition Agreement Representations means the representations and warranties with respect to the Companies made by the Seller in the Acquisition Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders, but only to the extent that the Borrower or its Affiliates have the right to terminate its or their obligations under the Acquisition Agreement (or decline to consummate the Rockwood Acquisition) as a result of a breach of such representations in the Acquisition Agreement.

  • Intellectual Property Matters Agreement shall have the meaning set forth in the Separation and Distribution Agreement.

  • Legal Matters In the opinion of Xxxxxx Xxxxxxx, General Counsel of Prospect Administration, administrator for Prospect Capital Corporation, a Maryland corporation (the “Company”), the certificates evidencing the Notes (the “Note Certificates”) constitute the valid and binding obligations of the Company, entitled to the benefits of the Indenture and enforceable against the Company in accordance with their terms under the laws of the State of New York subject to applicable bankruptcy, insolvency and similar laws affecting creditors’ rights generally, concepts of reasonableness and equitable principles of general applicability (including, without limitation, concepts of good faith, fair dealing and the lack of bad faith), provided that such counsel expresses no opinion as to the effect of fraudulent conveyance, fraudulent transfer or similar provision of applicable law on the conclusions expressed above. This opinion is given as of the date hereof and is limited to the law of the State of New York as in effect on the date hereof. In addition, this opinion is subject to the same assumptions and qualifications stated in the letter of Skadden, Arps, Slate, Xxxxxxx & Xxxx, LLP dated March 8, 2012, filed as Exhibit (l)(5) to the Company’s registration statement on Form N-2 (File No. 333-176637) and to the further assumptions that (i) the Note Certificates have been duly authorized by all requisite corporate action on the part of the Company and duly executed by the Company under Maryland law, and (ii) they were duly authenticated by the Trustee and issued and delivered by the Company against payment therefor in accordance with the terms of the Amended and Restated Selling Agent Agreement and the Indenture. Capitalized terms used in this paragraph without definition have the meanings ascribed to them in the accompanying prospectus supplement. Prospect Capital Corporation 00 Xxxx 00xx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 In the opinion of Xxxxxxx LLP, as Maryland counsel to the Company, (i) the execution and delivery by the Company of the Indenture, dated as of February 16, 2012, as supplemented through the One Hundred Ninety-Seventh Supplemental Indenture, between the Company and American Stock Transfer & Trust Company, the One Hundred Ninety-Eighth Supplemental Indenture, between the Company and American Stock Transfer & Trust Company, the One Hundred Ninety-Ninth Supplemental Indenture, between the Company and American Stock Transfer & Trust Company, the Two Hundredth Supplemental Indenture, between the Company and American Stock Transfer & Trust Company, the Two Hundred First Supplemental Indenture, between the Company and American Stock Transfer & Trust Company, and the global notes representing the Notes issued pursuant to each such Supplemental Indenture, and the performance by the Company of its obligations thereunder, have been duly authorized by the Company and (ii) the issuance of the Notes has been duly authorized by the Company. This opinion is given to the Company as of November 18, 2013 and is limited to the laws of the State of Maryland as in effect on November 18, 2013. In addition, this opinion is subject to the same assumptions, qualifications and limitations stated in the opinion letter to the Company of Xxxxxxx LLP, dated March 8, 2012, filed as Exhibit (l)(4) to the Company’s Registration Statement on Form N-2 (File No. 333-176637). Capitalized terms used in this paragraph without definition have the meanings ascribed to them in the accompanying prospectus supplement. Very truly yours, /s/ Xxxxxxx LLP

  • Academic and professional matters means the following policy development and implementation matters:

  • Tax Matters Agreement means the Tax Matters Agreement to be entered into by and between Parent and SpinCo or any members of their respective Groups in connection with the Separation, the Distribution or the other transactions contemplated by this Agreement, as it may be amended from time to time.

  • Palliative and supportive care means care and support aimed mainly at lessening or controlling pain or symptoms; it makes no attempt to cure the Covered Person's terminal Illness or terminal Injury.

  • Environmental Matters means any matter arising out of or relating to health and safety, or pollution or protection of the environment or workplace, including any of the foregoing relating to the presence, use, production, generation, handling, transport, treatment, storage, disposal, distribution, discharge, release, control or cleanup of any Hazardous Substance.

  • Company Employee Agreement means any management, employment, severance, change in control, transaction bonus, consulting, repatriation or expatriation agreement or other contract between any Group Company and any current or former employee, director or officer of such Group Company.

  • Transitional Services means services involving technical or specialized knowledge required to complete a project or to provide temporary consulting services to the City.