Facilities Assets definition

Facilities Assets means and include all those personal, tangible and intangible properties, and the real properties and improvements of the Parties used in connection with the operation of the UHS Facilities and the Quorum Facilities (collectively, the "Facilities") as set forth below, other than the Excluded Assets, including, without limitation,(i) the going concern value of the Facilities, if any, and (ii) the following:
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Facilities Assets means tenant improvements, shared information technology ("IT") infrastructure (e.g., local area network/wide area network, printer, copier, fax), individual IT infrastructure (e.g., personal computer, software licenses, telephone, PBX, pager), office furniture (e.g., cubicle, desk, chair, filing cabinet and common area furnishings), office supply inventory, and field technician assets (e.g., tools, test equipment, field vehicles).
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Facilities Assets means and include all of those personal, tangible and intangible properties, and the real properties and improvements of the HGA Affiliates, used in connection with the operation of the Facilities as set forth below, other than the Excluded Assets as provided in Section 1.2, including, without limitation, the following: (i) those assets more particularly described on the Schedules to this Section 1.1, (ii) the going concern value of the HGA Affiliates relating to the Facilities, if any, and (iii) the following (unless excluded pursuant to Section 1.2):
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Examples of Facilities Assets in a sentence

  • Immediately following the contribution, conveyance, assignment, transfer and delivery of the Facilities Assets in accordance with the preceding sentence, Newco Q-1 shall be merged with and into Newco UHS-1 pursuant to the Agreement of Merger ("Agreement and Plan of Merger") attached hereto as Exhibit A (the "Merger").

  • Simultaneously with such delivery, the Parties will take all reasonable additional steps as may be necessary to put the Company, following the Merger, in possession of the Facilities Assets.

  • The Parties shall pay all transfer costs, title insurance fees, recording fees and transfer or stamp taxes or similar charges payable by each of them respectively by reason of the contribution, conveyance, assignment, transfer and delivery hereunder of the Facilities Assets.

  • There is no lien, encumbrance or claim of any type on the Facilities Assets or against such Party with respect to the Employee Benefit Plans, and such Party has not taken any action, or omitted to take any action, with respect to the Employee Benefit Plans (or has any knowledge of the same) that would or could be expected to result in a Lien on the Facilities Assets or against such Party.

  • Upon contribution of the Facilities Assets which shall be effective as of 11:59 p.m. Pacific Time on January 31, 1998, payment of the Desert Springs Payment and the issuance of membership interests to Desert Springs in accordance with Section 1.5 hereof, the closing shall be deemed to be effective as of 12:01 a.

  • The term "Facilities Related Payments" shall mean the sum of the Facilities Assets Amounts plus any Capitalized Co-Location Fees paid by NorthPoint as a direct result of the transactions contemplated by this Agreement, reduced by any payments made by Verizon or an Affiliate of Verizon with respect to Capitalized Co-Location Fees directly resulting from the transactions contemplated by this Agreement.

  • The Verizon Network Equipment Assets and Facilities Assets are in good working order, normal wear and tear excepted, and are fit for their intended purposes, except as would not have a Material Adverse Effect on the Verizon DSL Business.

  • No federal, state or local statute, rule or regulation shall have been enacted the effect of which would be to prohibit, materially restrict, impair or delay the consummation of the transactions contemplated hereby or materially restrict or impair the ability of the Company following the Merger to own the Facilities Assets or to conduct the businesses relating thereto.

  • The Parties shall cause the Company to furnish the Parties with such information and documents in its possession or under its control, or which it can execute or cause to be executed, as will enable the Parties to prosecute any and all petitions, applications, claims and demands by or against third parties relating to or constituting a part of the Facilities Assets and the business of the Facilities for which any Party is liable hereunder or relating to Government Reimbursement Programs.

  • For a period of seven (7) years following the Closing Date, neither of the Parties shall, and each of the Parties shall cause the Company not to, discard, destroy or otherwise dispose of records, documents and data relating to the Facilities Assets or the Parties without first making such records, documents and data available to the other Party for inspection and copying.


More Definitions of Facilities Assets

Facilities Assets means all of the assets, rights and properties owned or held by the ACH Parties, of whatsoever nature, kind or description, whether movable or immovable, real or personal, tangible or intangible, and wheresoever situated, including, the Property, the Facilities Equipment, the Facilities, the Transmission System, the Facilities Contracts, the Permits and the Intellectual Property.
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Related to Facilities Assets

  • Liabilities Assumed has the meaning provided in Section 2.1.

  • Receivables Assets means accounts receivable (including any bills of exchange) and related assets and property from time to time originated, acquired or otherwise owned by the Borrower or any Subsidiary.

  • Series Assets means, at any particular time, all assets, properties (whether tangible or intangible, and whether real, personal or mixed) and rights of any type contributed to or acquired by a particular Series and owned or held by or for the account of such Series, whether owned or held by or for the account of such Series as of the date of the designation or establishment thereof or thereafter contributed to or acquired by such Series.

  • Business Assets means all tangible and intangible property and assets owned (either directly or indirectly), leased, licensed, loaned, operated or used, including all real property, fixed assets, facilities, equipment, inventories and accounts receivable, by the Corporation and the Subsidiaries in connection with the Business;

  • Operating Assets means all merchandise inventories, furniture, fixtures and equipment (including all transportation and warehousing equipment but excluding office equipment and data processing equipment) owned or leased pursuant to Capital Leases by the Company or a Restricted Subsidiary.