ASSETS PURCHASED definition

ASSETS PURCHASED shall have the meaning as defined in Section 1.1.
ASSETS PURCHASED. At Closing the Advisor will deliver all assets as referenced herein free and clear of any encumbrances and/or liens, or any form of collateralization, mortgages, or hypothecations; and advisory services relevant to Wearable Health Solutions Inc. (WHSI) including but not limited to: the on online operations and users platform referred to as xXxxxxxxxxxxxx.xxx and domiciled in Chetta Consulting LLC doing business as mHEALTH CENTRAL or (MHC), the domain name, the exclusive mHealth Central Service Agreement as referenced in the attached document dated May,1.2018, All rights and ownership for the software portal source code, tools, files, SaaS software, logos, Dealers/customer data, cloud data storage and system access to 15+ central stations including protocols, varying cell carriers, programmatic SMS/email, cloud voice service, reporting functions, billing systems integration, seamless integration with physical fulfillment processes, provisions for beacon management and additional customization for dealer network needs, mapping portal, API access, platform access by user role delivered in a 4G consistent timeline. The Advisor will prepare a software deployment package of the above said software with full documentation that entails both architectural and functional designs of the system. If the system uses any third party software components, a full description of these components and their licensing arrangements will be fully disclosed and documented at closing.
ASSETS PURCHASED. AS-IS, WHERE-IS". THE ASSETS ARE BEING PURCHASED AND SOLD ON AN "AS-IS, WHERE-IS" BASIS, IN THEIR CONDITION AS OF THE EXPIRATION OF THE INSPECTION PERIOD, AND, EXCEPT FOR SELLER'S REPRESENTATIONS AND WARRANTIES SET FORTH HEREIN AND IN APPENDIX A HEREOF, SELLER MAKES NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE ASSETS. PURCHASER SHALL MAKE ALL INSPECTIONS IT DEEMS APPROPRIATE TO DETERMINE THE CONDITION OF THE ASSETS.

Examples of ASSETS PURCHASED in a sentence

  • FOR THE AVOIDANCE OF DOUBT, THE RECEIVABLES AND RELATED ASSETS PURCHASED BY THE COLLATERAL AGENT ON BEHALF OF THE PARTICIPATING PURCHASERS ON A PURCHASE DATE, INCLUDES THE RIGHT TO RECEIVE ALL COLLECTIONS AND OTHER PROCEEDS PAYABLE OR RECEIVED BY THE SELLER IN RESPECT OF SUCH RECEIVABLES ON AND AFTER THE CUT-OFF DATE IMMEDIATELY PRECEDING SUCH PURCHASE DATE, WHICH COLLECTIONS SHALL BE APPLIED IN ACCORDANCE WITH THE TERMS OF THIS AGREEMENT, INCLUDING WITHOUT LIMITATION SECTION 7.1(H).

  • PROVIDED THAT THE CLOSING IS IN FACT CONSUMMATED ON THE CLOSING DATE, ALL BANKING TRANSACTIONS OCCURRING (DEPOSITS, WITHDRAWALS, RECEIPT OF LOAN PAYMENTS, ACCRUAL OF INTEREST, ETC.) WITH RESPECT TO ANY ASSETS PURCHASED OR DEPOSITS ASSUMED SHALL BE TREATED (AS BETWEEN PURCHASER AND SELLER) AS HAVING OCCURRED SUBSEQUENTLY TO THE CLOSING AND SHALL BECOME PART OF THE OPERATIONS OF THE PURCHASER.

  • COST IN EXCESS OF FAIR VALUE OF ASSETS PURCHASED ...............................................................................

  • PURSUANT TO A SECURITY AGREEMENT, REPAYMENT OF THIS NOTE IS SECURED BY A PLEDGE OF THE ASSETS PURCHASED BY THE DEBTOR FROM THE HOLDER PURSUANT TO THE PURCHASE AGREEMENT.

  • ASSETS PURCHASED; LIABILITIES ASSUMED 2 2.1 Purchase and Sale of Assets 2 2.2 Excluded Assets 4 2.3 Assumption of Liabilities 4 2.4 Retained Liabilities 4 Section 3.

  • COST IN EXCESS OF FAIR VALUE OF ASSETS PURCHASED Goodwill arising from business acquisitions ($3,800 in 2000 and $110,000 in 1999) is amortized on a straight-line basis over periods ranging from 15 to 40 years.

Related to ASSETS PURCHASED

  • Transferred Assets means the assets, rights and properties of the Sellers that the Purchasers shall acquire as of the Closing.

  • Sale Assets is defined in Section 5.2(a)(ii).

  • Purchased Assets has the meaning set forth in Section 2.1.

  • Receivables Purchase Price means $1,403,509,094.50.

  • Transferred Asset means each asset, including any Loan Asset and Substitute Loan Asset (including, if any, the Participation thereof), Conveyed by the Seller to the Purchaser hereunder, including with respect to each such asset, all Related Property; provided that the foregoing will exclude the Retained Interest and the Excluded Amounts.

  • Acquired Assets has the meaning set forth in Section 2.1.

  • Purchased Asset means (i) with respect to any Transaction, the Eligible Asset sold by Seller to Buyer in such Transaction and (ii) with respect to the Transactions in general, all Eligible Assets sold by Seller to Buyer (other than Purchased Assets that have been repurchased by Seller).

  • Additional Purchased Assets shall have the meaning set forth in Subsection 3(a).

  • Purchased Interests has the meaning set forth in the Recitals.

  • Seller Note means the promissory note evidencing Xxxxxxxx’s repayment obligations in respect of the Seller Loan.

  • Closing Purchase Price shall have the meaning ascribed to such term in Section 2.1(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Designated Assets means any property or assets (including Capital Stock of any Subsidiary) of Holdings, the Restricted Parent, the Issuer and their respective Restricted Subsidiaries constituting a business, a line or unit of a business or used in operating a business substantially as an entirety.

  • U.S. Purchaser is (a) any U.S. Person that purchased Units, (b) any person that purchased Units on behalf of any U.S. Person or any person in the United States, (c) any purchaser of Units that received an offer of the Units while in the United States, (d) any person that was in the United States at the time the purchaser’s buy order was made or the subscription agreement for Units was executed or delivered;

  • Transferred Interests has the meaning set forth in the Recitals.

  • Cash Purchase Price has the meaning set forth in Section 2.1(b).

  • Purchased Interest means, at any time, the undivided percentage ownership interest in: (a) each and every Pool Receivable now existing or hereafter arising, (b) all Related Security with respect to such Pool Receivables and (c) all Collections with respect to, and other proceeds of, such Pool Receivables and Related Security. Such undivided percentage interest shall be computed as:

  • Receivables Purchase Facility means any securitization facility made available to the Borrower or any of its Subsidiaries, pursuant to which receivables of the Borrower or any of its Subsidiaries are transferred to one or more SPCs, and thereafter to certain investors, pursuant to the terms and conditions of the Receivables Purchase Documents.

  • Additional Loans Purchase Price means the dollar amount representing the aggregate purchase price of the related Additional Loans as specified in the applicable Additional Purchase Agreement (which, with respect to any Additional Loan purchased with funds on deposit in the Supplemental Purchase Account, will be equal to 100% of the aggregate principal balance of such Additional Loan, plus accrued interest to be capitalized).

  • Purchased Student Loan means a Financed Student Loan purchased as of the close of business on the last day of a Monthly Collection Period or Collection Period, as applicable, by the Servicer pursuant to Section 3.05 of the Servicing Agreement or repurchased by the Seller pursuant to Section 3.02 of the Loan Sale Agreement.

  • Purchased means the date shown on the front of the cashed check, the date of the financial transaction, or the date on the engine purchasing agreement, whichever is earliest.

  • Closing Date Purchase Price shall have the meaning set forth in Section 2.1 hereof.

  • Purchased Contracts has the meaning set forth in Section 2.1.1(a).

  • Final Closing Balance Sheet shall have the meaning set forth in Section 2.3(e).

  • Related Assets Any assets held by a Trust the return of which is linked to one or more Underlying Securities and which, if applicable, shall be described in the related Supplement or a schedule thereto.

  • Transferred Equity means the equity interest in the Company which the WFOE has the right to request either of the Company Shareholders to transfer to it or its designated entity or individual in accordance with Article 3 hereof when the WFOE exercises its Equity Transfer Option, the quantity of which may be all or part of the Option Equity and the specific amount of which shall be determined by the WFOE at its sole discretion in accordance with the then-effective PRC Law and based on its commercial consideration.

  • Loan Purchase Price With respect to any Home Equity Loan purchased from the Trust on or prior to a Monthly Remittance Date pursuant to Section 3.04, 3.06(b) or 8.10(b) hereof, an amount equal to the outstanding principal balance of such Home Equity Loan as of the date of purchase (assuming that the Monthly Remittance Amount remitted by the Servicer on such Monthly Remittance Date has already been remitted), plus all accrued and unpaid interest on such Home Equity Loan at the Coupon Rate to but not including the date of such purchase together with (without duplication) the aggregate amounts of (i) all unreimbursed Delinquency Advances and Servicing Advances theretofore made with respect to such Home Equity Loan, (ii) all Delinquency Advances which the Servicer has theretofore failed to remit with respect to such Home Equity Loan, (iii) all reimbursed Delinquency Advances and Servicing Advances to the extent that reimbursement is not made from the Mortgagor and (iv) any costs and damages incurred by the Trust in connection with any violation by the Home Equity Loan of any predatory or abusive lending law.