Healthpoint Canada Purchased Assets definition

Healthpoint Canada Purchased Assets means all assets, properties, rights, titles, business and interests of Healthpoint Canada, of every kind and description, wherever located, real, personal or mixed, tangible or intangible, that would constitute Principal Purchased Assets if they were assets, properties, rights, titles, business and interests of a member of the Principal Seller Group and, for the avoidance of doubt, including the Healthpoint Canada Business Intellectual Property Rights but excluding all (i) Healthpoint Canada Excluded Assets, (ii) Product Candidate Purchased Assets, (iii) Switzerland Branch Purchased Assets, (iv) Puerto Rico Branch Purchased Assets, (v) Healthpoint Curaçao Purchased Assets, (vi) U.S. Business Intellectual Property Rights, and (vii) ROW Business Intellectual Property Rights.

Related to Healthpoint Canada Purchased Assets

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

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

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

  • Assumed Liabilities has the meaning set forth in Section 2.3.

  • the Business means the usual work and activities carried on by the Insured pertaining to his business as specified in the Schedule and no others.

  • Included Assets has the meaning in Section 5.1(d)(ii)(A).

  • Seller Entities means, collectively, Seller and all Seller Subsidiaries.

  • Target Companies means the Company and its Subsidiaries.

  • 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.

  • Transferred Business has the meaning ascribed to such term in the Separation Agreement.

  • Pre-Closing Environmental Liabilities means (i) any violation of Environmental Law arising in connection with the ownership or operation of the Properties prior to the Effective Time, (ii) any Release of Hazardous Substances onto or from the Properties prior to the Effective Time or relating to or arising from any activities conducted on such properties or from operation of such assets prior to the Effective Time and (iii) any claim, action, cause of action, inquiry, investigation, remediation, removal or restoration with respect to the matters set forth in subsection (i) or (ii) above

  • Transferred Entities means the entities set forth on Schedule 1.5.

  • 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;

  • Excluded Assets has the meaning set forth in Section 2.2.

  • Acquired Companies means, collectively, the Company and the Company Subsidiaries.

  • Transferred Liabilities has the meaning set forth in Section 2.02(a).

  • Retained Assets has the meaning set forth in Section 2.2.

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

  • 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).

  • Purchased Intellectual Property has the meaning set forth in Section 1.2(g).

  • Assigned Assets refers to the Technology, all Derivatives, all Intellectual Property Rights, all Embodiments and Business Assets, collectively.

  • Seller Subsidiaries means the subsidiary partnerships of the McNeil Partnerships listed on Annex G to this Agreement (the "Subsidiary Partnerships") and the subsidiary corporations listed on Annex F to this Agreement (the "Subsidiary Corporations") which hold GP Interests in certain of the Subsidiary Partnerships.

  • Purchased Asset Documents means, with respect to a Purchased Asset, the documents comprising the Purchased Asset File for such Purchased Asset.

  • Project Companies means all Group Project Companies and Non-Group Project Companies together, each being a “Project Company”.

  • Transferred Real Property means (a) the Transferred Owned Real Property and (b) the premises that is subject to the Transferred Real Property Leases.

  • 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.