Acquired Assets definition

Acquired Assets has the meaning set forth in Section 2.1.

AI-Powered Contracts

Draft, Review & Redline at the Speed of AI

Acquired Assets means all of the assets, properties, rights, interests and goodwill of the Company of every kind and nature whatsoever, whether real, personal or mixed, tangible or intangible, wherever located, owned, used or held for use by the Company, including the following, but excluding the Excluded Assets:

Acquired Assets means all right, title, and interest in and to all of the assets of Seller used and/or useful in the operation of the Business, including16 the following assets, but specifically excluding the Excluded Assets:

Examples of Acquired Assets in a sentence

All such insurance policies are in full effect, no written notice of cancellation has been received by ▇▇▇▇▇▇ under such policies, and there is no existing default or event which, with the giving of notice or lapse of time or both, would reasonably be expected to be material to the Acquired Assets taken as a whole.
Section 10.2.7(a) of the Omeros Disclosure Schedule sets forth a true, complete, and accurate list of all Regulatory Approvals included within the Governmental Authorizations included in the Acquired Assets.
The rights and remedies of Novo Nordisk in respect of the representations and warranties made by Omeros in this Agreement or the other Ancillary Agreements will not be affected by any investigation made by or on behalf of Novo Nordisk into the Acquired Assets, the Assumed Liabilities, the Program, the Compounds, or the Products.
As a one-time payment for the acquisition of the Acquired Assets and the rights licensed to Novo Nordisk under Section 5.1 (Licenses to Novo Nordisk), Novo Nordisk will pay Omeros a one-time up-front fee of $240,000,000 less the Creditor Lien Release Amount (the “Upfront Fee”) in accordance with Section 3.2 (Payment of Consideration).
Omeros and its Affiliates are operating in material compliance with all such Governmental Authorizations included in the Acquired Assets.

More Definitions of Acquired Assets

Acquired Assets means all properties, assets and rights, except as set forth herein, of every nature, tangible and intangible, of Sellers used, or held for use, in the Business, real or personal, now existing or hereafter acquired, whether or not reflected on the books or financial statements of the Sellers as the same shall exist on the Closing Date, including the following assets:

Acquired Assets means all right, title, and interest in and to all of the assets of the Seller and the Division Subsidiaries (excepting Excluded Assets) that are used in, held for use in or related to the Business as it is conducted as at the date of this Agreement, including (without limitations) all (a) Leased Real Property, (b) tangible personal property (such as equipment, inventories of products and supplies, manufactured and purchased parts, goods in process and finished goods, and furniture, (c) Division Intellectual Property, goodwill associated therewith, licenses and sublicenses granted with respect thereto, and rights thereunder, remedies against infringements thereof, and rights to protection of interests therein under the laws of all jurisdictions, (d) leases, subleases, and rights thereunder, (e) agreements, Contracts, instruments, Security Interests, guaranties, other similar arrangements, and rights thereunder, (f) accounts, notes, and other receivables, (g) securities (other than the capital stock of the Division Subsidiaries), (h) issued and outstanding shares of the Selected Subsidiaries, (i) claims, deposits, prepayments, refunds, causes of action, choses in action, rights of recovery, rights of set off, and rights of recoupment (including any such item relating to the payment of Taxes), (j) franchises, approvals, permits, licenses, orders, registrations, certificates, variances, and similar rights obtained from governments and governmental agencies, (k) books, records, ledgers, files, documents, correspondence, lists, architectural plans, drawings, and specifications, creative materials, advertising and promotional materials, studies, reports, and other printed or written materials, (l) rights to use the name “Roxio, Inc.” and “Roxio,” and (m) data, content, graphics, text, databases, and other materials on the Seller’s websites used in or relating to the Business or the Division and the Division Subsidiaries; provided, however, that the Acquired Assets shall not include (i) the corporate charter, qualifications to conduct business as a foreign corporation, arrangements with registered agents relating to foreign qualifications, taxpayer and other identification numbers, seals, minute books, stock transfer books, blank stock certificates, and other documents relating to the organization, maintenance, and existence of the Seller as a corporation or (ii) any of the rights of the Seller under this Agreement (or under any side agreement between the Seller ...

Acquired Assets is defined in Section 1.1(a).

Acquired Assets shall have the meaning specified in Section 1.1.

Acquired Assets has the meaning set forth in Section 1.1 of this Agreement.

Acquired Assets means the assets, properties, and rights of every kind, nature, type and description, real, personal and mixed, tangible and intangible (including Intellectual Property), used or useful in, or related to, the Business. The term “Acquired Assets” shall include the real, personal and mixed, tangible and intangible (including the Intellectual Property), assets, property, and rights of Seller and 1245 Properties described in the Seller Disclosure Schedule other than the Excluded Assets set forth in Section 1.1(b) of the Seller Disclosure Schedule.

Acquired Assets means: