Business Assets definition
Examples of Business Assets in a sentence
In accordance with Section 2.1, as consideration for the Business Assets, Lennar shall receive a number of shares of SpinCo Common Stock equal to the Distribution Date Shares and any Supplemental Lennar Shares, as applicable.
The total consideration for the Business Assets shall be the Distribution Date Shares, as supplemented by the Supplemental Lennar Shares (as applicable).
Other than with respect to the matters set forth on Schedule 4.13, as of the Execution Date: (a) there is no claim outstanding under any such insurance policy related to the Target Companies, Business Assets or operations of the Business; and (b) none of the Target Companies have received any written notice from any insurer or reinsurer of any reservation of rights with respect to pending or paid claims.
For the avoidance of doubt: (i) any agreements to effect the Pre-Closing Restructuring shall not have any effect on the value being given or received by Sellers or Buyer; (ii) any Transferred Assets shall be deemed Business Assets; and (iii) the Pre-Closing Restructuring shall not involve the transfer of any Business Assets that are already owned or held by one of the Target Companies.
The books and records of the Target Companies and their Affiliates (in the case of Affiliates, to the extent related to the Business or the Business Assets) have been maintained in all material respects in accordance with applicable Law (including, where applicable, GAAP) and comprise in all material respects all of the books and records relating to the ownership and operation of the Business Assets and the Business.