Initial Transferred Assets definition

Initial Transferred Assets means (a) the Initial Purchased Assets, (b) all of the Seller’s rights under the Purchase Agreement and (c) all proceeds of the foregoing.
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Initial Transferred Assets has the meaning set forth in clause (a) of Section 2.1.
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Initial Transferred Assets shall have the meaning set forth in Section 2.2(b) of this Agreement.
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Examples of Initial Transferred Assets in a sentence

  • The Loans provided pursuant to this Note may be used from time to time to pay the purchase price for certain Receivables, Collateral Certificates and increases in the invested amount of Collateral Certificates and also may be used to pay the purchase price for a portion of the Initial Transferred Assets.

  • The excess of (a) the aggregate Fair Market Value of the Initial Transferred Assets, over (b) the amount of cash described in the preceding sentence, shall be treated as a contribution to capital of the Issuer.

  • The purchase price for the Initial Transferred Assets shall be an amount equal to the sum of (x) the sum of the Net Book Values (determined as of the last day of the month preceding the Closing Date) of such Containers, and (y) the sum of the then Fair Market Values of such Related Assets (the sum of (x) and (y), the “Initial Purchase Price”).

  • The Loans provided pursuant to this Note may be used from time to time to pa y the purchase price for certain Receivables, Collateral Certificates and increases in the invested amount of Collateral Certificates and also may be used to pay the purchase price for a portion of the Initial Transferred Assets.

  • The undersigned (the “Seller”) hereby sells, transfers, assigns, sets over and conveys unto Buyer all right, title and interest of the Seller in, to and under Initial Transferred Assets.

  • In connection with the Initial Assignment, effective with the transfer of the Initial Transferred Assets to the Issuer hereunder, the Issuer hereby assumes all of the obligations under the Existing Notes.

  • On the Initial Closing Date, subject to the terms and conditions set forth herein, SPV shall assign, transfer, set over and otherwise convey to the Issuer, as a contribution to the capital of the Issuer, all the right, title and interest of SPV in and to the Initial Transferred Assets, by executing and delivering to the Issuer an assignment, substantially in the form of Exhibit A (the "Initial Assignment").

  • Seller shall be responsible for and make all payments of Taxes shown to be due on such Tax Returns to the extent they relate to (x) Seller’s use or ownership of the Initial Transferred Assets on or prior to the date of this Agreement or (y) Seller’s use or ownership of the Additional Transferred Assets on or prior to the Additional Closing Date.

  • Without limiting the foregoing, Seller shall deliver to Buyer, contemporaneously with the execution and delivery of this Agreement, solely by electronic transmission in the manner specified in Exhibit H, all Initial Transferred Assets contained in electronic form, including source code, object code and source documentation.

  • These treaties have been signed with the Mississaugas of the Credit First Nation and the First Nations of the Williams Treaties who are: the Mississaugas of Alderville, Curve Lake, Hiawatha, Scugog Island; and the Chippewas of Beausoleil, Rama, and Georgina Island who is our closest neighbour and partner in education.To honour this agreement we will take up our responsibility to be respectful of their traditions, knowledge and inherent rights as sovereign nations.


More Definitions of Initial Transferred Assets

Initial Transferred Assets means the following assets:
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Initial Transferred Assets means, in respect of each Originator, all of the Receivables and the associated Related Security and Collections owned by such Originator as of 11:59 pm on the Business Day immediately preceding the applicable Commencement Date and to be transferred to Buyer by way of contribution or sale, as applicable, on such Commencement Date.
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Initial Transferred Assets has the meaning specified in the recitals hereto.
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Initial Transferred Assets has the meaning specified in subsection 2.01(b)(i). “Insolvency Event” has the meaning specified in Section 5.01.
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Initial Transferred Assets means all of the right, title and interest in the assets set forth in Exhibit A that are identified as “Initial Transferred Assets”, and all Intellectual Property included or embodied therein, but excluding Patents, Trade Secrets and Trademarks included or embodied in such assets, and excluding, for the avoidance of doubt, any Excluded Assets.
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Initial Transferred Assets means (i) all of each Originator’s right, title and interest in, to and under the Intellectual Property owned, purported to be owned by each Originator and (ii) all of each Originator’s rights to use any such Intellectual Property, in each case, as of the Closing Date, including all Patents, Copyrights, Software, and Trade Secrets embedded in or related to any such Intellectual Property and other registered or unregistered, unregistered copyrights in software and source code and applications to register any of the foregoing, in each case, used in connection with the operations of such Originator’s business operations, including the Intellectual Property set forth on Annex 3, and in each case together with, (a) all Records relating to such Intellectual Property, (b) all rights and remedies of such Originator under any Transaction Documents and any other rights or assets pledged or otherwise Conveyed to Buyer hereunder relating to such Intellectual Property, including (i) the right to xxx, counterclaim and recover for past, present and future infringement, misappropriation or unauthorized use thereof, and all rights to recover damages or lost profits in connection with such Intellectual Property and (ii) any and all rights, claims (including “claims” within the meaning of Section 101(5) of the Bankruptcy Reform Act of 1978, 11 U.S.C. §§ 101 et seq., as amended) and causes of action against such Intellectual Property and any other Person that arise under or in connection with such Intellectual Property and (c) all products and proceeds of any of the foregoing.
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Related to Initial Transferred Assets

  • Initial Transfer Date means the Series Issuance Date for the first Series of Transition Bonds.

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

  • 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.

  • Contributed Assets shall have the meaning as set forth in Section 2.2.

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

  • Transferred Property shall have the meaning specified in Section 2.1(a) hereof.

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

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

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

  • Initial Xxxx of Sale means the document, in the form of Attachment B hereto, executed by an authorized officer of SLM ECFC which shall (i) set forth the applicable Initial Loans offered by SLM ECFC and accepted for purchase by the Interim Eligible Lender Trustee for the benefit of Funding, (ii) sell, assign and convey to the Interim Eligible Lender Trustee for the benefit of Funding and its assignees all rights, title and interest of SLM ECFC in the Initial Loans listed on that Xxxx of Sale and (iii) certify that the representations and warranties made by SLM ECFC as set forth in Sections 5 (A) and (B) of these Master Terms are true and correct.

  • Transition Property means the property right created by a financing order, including without

  • Subject Assets is defined in Section 2.2(c).

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

  • Purchased Property As defined in Section 2.01(a) of the Pooling Agreement.

  • Contributed Interests has the meaning set forth in the recitals.

  • Specified Property means property for which an election has been made for a special elective benefit.

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

  • Conveyed Assets shall have the meaning set forth in Section 2.01.

  • After-Acquired Property means any property (other than Collateral or Excluded Property) that is acquired or otherwise owned by the Company or any Subsidiary after the Issue Date of a type that secures the Secured Obligations.

  • Subject Interests means Assignor’s undivided interests in the Subject Lands, as determined prior to giving effect to this Conveyance (or as may be made part of the Subject Interests pursuant to Section 3.1 or 3.2 of the Development Agreement), whether as lessee under leases, as an owner of the Subject Minerals (or the right to extract such Minerals) or otherwise, by virtue of which undivided interests Assignor has the right to conduct exploration, drilling, development and Mineral production operations on the Subject Lands, or to cause such operations to be conducted, or to participate in such operations by paying and bearing all or any part of the costs, risks and liabilities of such operations, to drill, test, complete, equip, operate and produce xxxxx to exploit the Minerals. The “Subject Interests” (a) may be owned by Assignor pursuant to leases, deeds, operating, pooling or unitization agreements, orders or any other instruments, agreements or documents, recorded or unrecorded, (b) include any and all extensions or renewals of leases covering the Subject Lands (or any portion thereof) obtained by Assignor, or any Affiliate thereof, within six (6) months after the expiration or termination of any such lease, and (c) are subject to the Permitted Encumbrances. For the avoidance of doubt, the “Subject Interests” do not include: (i) Assignor’s interests in the Excluded Assets; (ii) Assignor’s rights to substances other than Minerals; (iii) Assignor’s rights to Minerals (other than Assignee Minerals) under contracts for the purchase, sale, transportation, storage, processing or other handling or disposition of Minerals; (iv) Assignor’s interests in, or rights to Minerals (other than Assignee Minerals) held in pipelines, gathering systems, storage facilities, processing facilities or other equipment or facilities, other than Development Xxxxx; or (v) any additional or enlarged interests in the Development Xxxxx, Subject Lands or Subject Minerals acquired by Assignor after the Closing Time, except (1) to the extent any such additional or enlarged interest becomes a part of the Subject Interests by amendment to this Conveyance pursuant to Section 3.1 or 3.2 of the Development Agreement, (2) as may result from the operation of the terms of the instruments creating the Subject Interests, or (3) as may be reflected in extensions and renewals covered by the preceding sentence.

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

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

  • Admitted assets means the amount thereof as of the last day of the most recently concluded annual statement year, computed in accordance with rule 191—5.6(505,515,520).

  • 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.

  • 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.

  • Acquisition Assets With respect to an Acquisition, the aggregate net assets as of the effective date of such Acquisition of all Acquired Funds.