Assigned Records definition
Examples of Assigned Records in a sentence
Buyer recognizes that certain Assigned Records may contain incidental information relating primarily to subsidiaries or divisions of Seller other than the Business and that Seller may retain copies of the relevant portions thereof.
All liabilities for replacement or return or discounts for inferior quality of any OSB manufactured, shipped or sold by Seller in connection with the Business or other damages in connection therewith are adequately reserved and properly stated on the Assigned Records in accordance with U.S. GAAP, applied on a basis that is consistent with the basis on which the Financial Statements were prepared.
All of the Receivables reflected on the Final Closing Statement will represent valid obligations arising from bona fide transactions in the ordinary course of business, will be properly stated on the Assigned Records in accordance with U.S. GAAP, and will have terms of payment and age consistent with the historical practice of the Business.
Purchaser acknowledges that Seller has made and makes no representations or warranties regarding the Assigned Records.
Purchaser agrees that it is not entitled to and will not rely on (i) any information contained in the Assigned Records, or (ii) training provided by Seller to any employees of Purchaser in connection with Purchaser's ownership, operation and maintenance of the Terminal Assets.
The Assigned Assets, Assigned Contracts, Assigned Prepayments, Assigned Records and Assigned Name are, collectively, referred to herein as the "Purchased Assets".