Wrong Pocket definition

Wrong Pocket the meaning set forth in Section 5.15(a).
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Wrong Pocket has the meaning set forth in Section 7.04(a).
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Wrong Pocket. Asset shall mean an asset, liability or contract of the Zenuity Group, which has been listed as an asset, liability or contract, as applicable, in the schedules to the Asset Transfer Agreements or the Share Purchase Agreements but erroneously not been transferred to (i) VNE or Z2Co (as applicable) with respect to the Asset Transfer Agreements, or (ii) alongside the relevant Subsidiary with respect to the Share Purchase Agreements, and instead has either (a) remained with Zenuity, or (b) been transferred to another party, directly or indirectly, pursuant to the Asset Transfer Agreements or the Share Purchase Agreements (including any Wrong Pocket Tax Liability).
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Examples of Wrong Pocket in a sentence

  • To the extent any Governmental Authority or third-party consent is required for the transfer of a Wrong Pocket Asset, the Parties shall use reasonable best efforts to procure the required Governmental Authority or third-party consent.

  • Sellers shall indemnify and hold harmless Buyer and its Affiliates from and against any and all liabilities arising out of or otherwise related to any Outbound Wrong Pocket Employee.

  • Declines in Spending Despite Positive Returns on Investment: Understanding Public Health’s Wrong Pocket Problem.

  • To the extent any Governmental Authority or third-party consent is required for the transfer of a Wrong Pocket Contract, the Parties shall use reasonable best efforts to procure the required Governmental Authority or third party consent.

  • The following provisions shall survive any termination of this Purchase and Sale Agreement: Article I (defined Terms) Section 5.2 (Books and Records) (as it relates to information related to a pre-termination period); Section 5.3 (Confidentiality) (until the date specified in Section 5.3); Section 5.5 (Wrong Pocket Provisions); Article VIII (Indemnification and Limited Guarantee); and Article IX (Miscellaneous).

  • To be valid, the Wrong Pocket Asset Notification shall be sent by any Party to the other before the expiry of: (i) a twelve (12)-month period following Closing for any Unidentified Asset which does not correspond to an Unidentified Tax Liability, and (ii) a thirty-six (36)-month period for any Unidentified Tax Liability.

  • The Responsible Party shall promptly notify the Receiving Party on it coming to its attention that there is any Wrong Pocket Asset to which clause 2.6 applies.

  • If and to the extent that the Wrong Pocket Transfer would have had an influence on the Adjustment Amount, the Parties must adjust the Final Purchase Price as if the Wrong Pocket Transfer had been completed at Closing or the Residual Closing, as applicable, and the Party in whose favour the Adjustment Amount was calculated erroneously shall pay the difference to the other Party without undue delay.

  • If such offer is accepted by a JLR Wrong Pocket Employee, that person shall become a JLR Employee in the relevant Territory.

  • If and when such consents have been obtained, the Assumption of such Wrong Pocket Liability will be effected in accordance with clause 21.9 or clause 21.11 (as applicable).


More Definitions of Wrong Pocket

Wrong Pocket. ASSETS, SHARED ASSETS AND JOINT ASSETS
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Related to Wrong Pocket

  • Indirect Costs has the same meaning as in 44 Ill. Admin. Code 7000.

  • Legal Expenses means the fees, costs and expenses of any kind incurred by any Person indemnified herein and its counsel in investigating, preparing for, defending against or providing evidence, producing documents or taking other action with respect to any threatened or asserted Claim.

  • Direct Costs means the sum of the following:

  • Overhead costs means the actual costs incurred or the estimated costs to be

  • Indirect cost means any cost not directly identified with a single final cost objective, but identified with two or more final cost objectives or with at least one intermediate cost objective.

  • Victim of domestic violence means a person protected under this act and shall include any person who is 18 years of age or older or who is an emancipated minor and who has been subjected to domestic violence by a spouse, former spouse, or any other person who is a present or former household member. "Victim of domestic violence" also includes any person, regardless of age, who has been subjected to domestic violence by a person with whom the victim has a child in common, or with whom the victim anticipates having a child in common, if one of the parties is pregnant. "Victim of domestic violence" also includes any person who has been subjected to domestic violence by a person with whom the victim has had a dating relationship.

  • Expenses shall include all direct and indirect costs, fees and expenses of any type or nature whatsoever, including, without limitation, all reasonable attorneys’ fees and costs, retainers, court costs, transcript costs, fees of experts, witness fees, travel expenses, fees of private investigators and professional advisors, duplicating costs, printing and binding costs, telephone charges, postage, delivery service fees, fax transmission charges, secretarial services and all other disbursements, obligations or expenses in connection with prosecuting, defending, preparing to prosecute or defend, investigating, being or preparing to be a witness in, settlement or appeal of, or otherwise participating in, a Proceeding (as defined below), including reasonable compensation for time spent by Indemnitee for which he or she is not otherwise compensated by the Company or any third party. Expenses also shall include Expenses incurred in connection with any appeal resulting from any Proceeding (as defined below), including without limitation the principal, premium, security for, and other costs relating to any cost bond, supersedeas bond, or other appeal bond or its equivalent. Expenses, however, shall not include amounts paid in settlement by Indemnitee or the amount of judgments or fines against Indemnitee.

  • Connection Income Taxes means Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes.

  • Finished Services means complete end-to-end services offered by Qwest to wholesale customers or retail End User Customers. Finished Services do not include Unbundled Network Elements or combinations of Unbundled Network Elements. Finished Services include Access Services, private lines, retail services, and resold services.

  • Son or daughter on active duty or call to active duty status means the employee's biological, adopted, or foster child, stepchild, legal ward, or a child for whom the employee stood in loco parentis, who is on active duty or call to active duty status, and who is of any age.

  • Routine patient care costs means Covered Medical Expenses which are typically provided absent a clinical trial and not otherwise excluded under the Policy. Routine patient care costs do not include:

  • Transfer Costs means the cost of registration of Transfer arising herefrom calculated with reference to the fee chargeable in terms of the recommended guideline of conveyancing fees, and all incidental disbursements necessary to effect registration, together with VAT on such costs and disbursements, but specifically excluding any costs relating to mortgage bond registration;

  • Metering Point means, for meters that do not use instrument transformers, the point at which the billing meter is connected. For meters that use instrument transformers, the point at which the instrument transformers are connected.

  • Loss of Activities of Daily Living means that, due to an Injury or Sickness, the Insured Employee has lost the ability to safely and completely perform two or more of the following six Activities of Daily Living without another person's active, hands-on help with all or most of the activity.

  • Instrumental activities of daily living or “IADL” means tasks consisting of housekeeping, laundry, shopping, transportation, medication management and meal preparation.

  • Medical Expenses means those expenses that an Insured Person has necessarily and actually incurred for medical treatment on account of Illness or Accident on the advice of a Medical Practitioner, as long as these are no more than would have been payable if the Insured Person had not been insured and no more than other hospitals or doctors in the same locality would have charged for the same medical treatment.

  • Indirect Taxes means value added taxes, sales taxes, consumption taxes and other similar taxes.

  • Legal Costs of a person means legal costs incurred by that person in defending an action for a Liability of that person.

  • Instrumental activities of daily living (IADL) means routine activities performed around the home or in the community and includes the following:

  • Criminal sexual activity means the commission of an act as defined in Section 886 of Title 21 of the Oklahoma Statutes, which is the act of sodomy; and

  • Indirect Tax means any goods and services tax, consumption tax, value added tax or any tax of a similar nature.

  • Criminal investigatory record means a record which is not

  • Victim or target of Nazi persecution means any individual persecuted or targeted for persecution by

  • Incurred means that a covered expense is Incurred on the date the service is rendered or the supply is obtained. With respect to a course of treatment or procedure which includes several steps or phases of treatment, covered expenses are Incurred for the various steps or phases as the services related to each step are rendered and not when services relating to the initial step or phase are rendered. More specifically, covered expenses for the entire procedure or course of treatment are not Incurred upon commencement of the first stage of the procedure or course of treatment.

  • transhipment means the unloading of all or any fishery products on board a fishing vessel to another fishing vessel;

  • Expenses and Liabilities has the meaning assigned to such term in ‎Section 5.4(a).