Shared Contract definition

Shared Contract shall have the meaning set forth in Section 2.8(a).
Shared Contract means any Contract to which Seller or any of its Affiliates is a party with any non-Affiliated third party and which benefits both the Business and any Retained Business.
Shared Contract means any Contract of any member of either Group with a third party that relates in any material respect to both the SpinCo Business and the Nuance Business, in each case that is set forth on Schedule VIII.

Examples of Shared Contract in a sentence

  • Until such time as a New Seller Contract is obtained (or until the expiration or earlier termination of the applicable Shared Contract), Seller and Buyer will cooperate in any reasonable arrangement designed to obtain for Seller’s affiliates all benefits and privileges of the applicable Shared Contract relating to such affiliates’ respective businesses.

  • In furtherance of the foregoing, the Seller Parties and the Company, as applicable, shall, or shall cause its designee to, promptly pay, perform or discharge when due any liability arising under any Shared Contract from and after the Closing to the extent that such liability relates to rights and benefits under such Shared Contract that the Company or the Seller Parties (or their respective designee) receives pursuant to this Section 4.15(b).

  • Upon receipt of all applicable Consents, the Parties shall effectuate the Shared Contract Split in accordance with this Agreement.

  • Notwithstanding any other provision of this Agreement to the contrary, this Agreement shall not constitute an agreement to assign or transfer any Excluded Asset or Excluded Liability (or to effect a Shared Contract Split) if an attempted assignment or transfer thereof (or Shared Contract Split) at the Closing, without the consent of a third party thereto (including any issuing Governmental Body), would constitute a breach of any Contract or a violation of Law or Order.

  • Notwithstanding any other provision of this Agreement to the contrary, this Agreement shall not constitute an agreement to assign or transfer any Transferred Asset or Assumed Liability (or to effect a Shared Contract Split) if an attempted assignment or transfer thereof (or Shared Contract Split) at the Closing, without the consent of a third party thereto (including any issuing Governmental Body), would constitute a breach of any Contract or a violation of Law or Order.


More Definitions of Shared Contract

Shared Contract means (a) the Contracts set forth on Schedule 1.01(d), (b) any Contract mutually agreed to by the Parties to be a Shared Contract pursuant to Section 6.13(a) and (c) any Contract identified by Buyer and Sellers pursuant to Section 6.13(a) that is entered into by a Seller with a Third Party to obtain goods or services that relates both to the Business (or the Transferred Assets) and the other business of Sellers or its Affiliates (or to the Excluded Assets).
Shared Contract means any contract or agreement that relates to both the Business and the businesses retained by the Sellers and/or their Affiliates, provided in no event shall a national or worldwide contract (for example, global commodities procurement agreements) of the Sellers or their Affiliates be deemed to be a “Shared Contract”. For the avoidance of doubt, all Shared Contracts are expressly excluded from the respective definitions of, and should not be considered, “Material Contracts” or “Specified Non-Transferring Contracts”.
Shared Contract has the meaning set forth in Section 2.3(a).
Shared Contract means any Contract of any member of either Group with a third party that relates in any material respect to both the SpinCo Business and the Parent Business, in each case that is set forth on Schedule 1.01(h).
Shared Contract means any contract or agreement of any member of either Group that relates in any material respect to both the Valvoline Business and the Ashland Global Business, including the contracts and agreements set forth on Schedule VI; provided that the Parties may, by mutual written consent, elect to include in, or exclude from, this definition any contract or agreement.
Shared Contract means the Contracts listed or described on Schedule 1.1(91).
Shared Contract means any contract or agreement of any member of either Group (a) that relates to both the GroceryCo Business and the SnackCo Business and (b) either (i) that the parties specifically intended to amend or divide, modify, partially assign or replicate (in whole or in part) the respective rights and obligations under and in respect of such contract or agreement prior to the Distribution, but were not able to do so prior to the Distribution or (ii) the existence of which either party discovers prior to the date that is 18 months after the Distribution and had the parties given specific consideration to such contract or agreement they would have amended or divided, modified, partially assigned or replicated (in whole or in part) the respective rights and obligations under and in respect of such contract or agreement.