Administrative Assets definition

Administrative Assets of an Asset Seller, means books, records and instruments relating to the business, operations, condition of (financial or other), or results of operations of such Asset Seller with respect to the applicable Business and other administrative assets including advertising and promotional materials, catalogues, price lists, correspondence, mailing lists, customer lists, vendor lists, photographs, production data, computer files, operating data and plans, sales materials and records, purchasing materials and records, personnel records of employees, billing records, sale order files, accounting records, other financial records, and related work papers that relate to the applicable Acquired Assets, budgets, pricing guidelines, ledgers, journals, deeds and title policies; provided, however, that Administrative Assets do not include Intellectual Property, Technical Documentation, Environmental Records or GM Environmental Records.

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Administrative Assets means Assets utilized by Parent and its Affiliates (other than the Transferred Companies) in providing administrative, accounting, book and record keeping, tax, finance, insurance, legal, employee benefits, information technology and other like services to the Transferred Companies.

Administrative Assets means books, records and other administrative assets including, price lists, correspondence, mailing lists, customer lists, sales materials and records, purchasing materials and records, personnel records of employees, billing records, accounting records, other financial records, and sale order files, provided, however that Administrative Assets does not and shall not be deemed to include Intellectual Property.

Examples of Administrative Assets in a sentence

• The Business Assets (together with the Administrative Assets) are sufficient in all material respects for the conduct of the Business immediately following the Closing in the same manner as currently conducted.

• After giving effect to the Restructurings, the Business Assets will comprise all of the material Assets used by the Rockwood Sellers and their Affiliates in connection with the Business (other than Administrative Assets).

• The Outdoor Business Assets (together with (i) the Administrative Assets, (ii) the Spin-Off Office Items, (iii) the Spin-Off Internet Items, (iv) the Seller Marks relating to the Outdoor Business, (v) the Seller Retained Employees, (vi) the Shared Contracts which are Spin-Off Business Assets and (vi) any Software not constituting Outdoor Intellectual Property) are materially all of the assets that were used in generating the financial performance of the Outdoor Business.

• Vendor and Purchaser shall determine and allocate a value of the Office and Administrative Assets to individual taxation classes prior to Closing.

• Seller’s rights in and to the Assigned Intellectual Property constitute sufficient rights in and to the Intellectual Property used in the Business (other than Administrative Assets) such that the rights in and to the Assigned Intellectual Property transferred to Purchaser at Closing will be sufficient to enable Purchaser to operate the Business following the Closing in all material respects in the same manner as presently conducted by Seller.

More Definitions of Administrative Assets

Administrative Assets means books, records and other administrative assets of every kind and nature, including, price lists, correspondence, mailing lists, lists of customers and potential customers, vendor lists, production data, sales materials and records, market studies, penetration data, other market information, sales and marketing plans, programs and strategies, sales, costs and other financial data, purchasing materials and records, personnel records, billing records, accounting records, other financial records, sale order files, blueprints, plant layouts, and trade secrets, know-how, show- how, designs and proprietary commercial information, methods, practices, procedures, processes and formulae with respect to any of the foregoing, in each case, other than such as constitute Intellectual Property, that are used, held for use or intended to be used exclusively in, or that arise exclusively out of, the conduct of the Business.

Administrative Assets means books, records and other administrative assets including advertising and promotional materials, catalogues, price lists, correspondence, mailing lists, customer lists, vendor lists, photographs, production data, sales materials and records, purchasing materials and records, billing records, accounting records, other financial records, and sale order files; provided, however that Administrative Assets do not include Technical Documentation.

Administrative Assets means Assets of Seller and its Affiliates not included in list of Equipment and not located at the Facilities or at the Administrative Office which are utilized in providing employee benefits, payroll, administrative, book and record keeping, billing, tax, financial, insurance and other like services to the Business.

Administrative Assets means books, records and other administrative assets used in or necessary for continuing the operations of MobileAria including but not limited to advertising and promotional materials, catalogues, price lists, correspondence, mailing lists, customer lists, vendor lists, photographs, production data, sales materials and records, purchasing materials and records, personnel records of employees, billing records, accounting records, other financial records, and sale order files; provided, however that Administrative Assets do not include Technical Documentation.

Administrative Assets means assets utilized by the Rockwood Sellers and their Affiliates (other than the Target Companies) in providing administrative, accounting, tax, finance, insurance, legal, employee benefits, information technology and other like services to the Target Companies set forth in Schedule 1.1(a) of the Seller Disclosure Letter.

Administrative Assets of an Asset Seller or Sale Company, means books, records and instruments relating to the business, operations, condition of (financial or other), or results of operations of such Asset Seller with respect to the Business or Sale Company and other administrative assets including advertising and promotional materials, catalogues, price lists, correspondence, mailing lists, customer lists, vendor lists, photographs, production data, computer files, operating data and plans, sales materials and records, purchasing materials and records, personnel records of employees, billing records, sale order files, accounting records, other financial records, and related work papers that relate solely to the Purchased Assets, budgets, pricing guidelines, ledgers, journals, deeds and title policies and, with respect to a Sale Company, taxation records, minute books, stock certificates and stock transfer ledgers; provided, however, that Administrative Assets does not include Intellectual Property or Technical Documentation.

Administrative Assets has the meaning set forth in the definition of “Spin-Off Business Assets”.