Miscellaneous Assets definition

Miscellaneous Assets means all tangible and intangible assets used or useable in the operation of the Stations and not otherwise specifically referred to in this Agreement, including any warranties related to any of the Purchased Assets, excepting therefrom only the Excluded Assets;

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Miscellaneous Assets means assets, rights and properties of any of the Sellers or the Retained Subsidiaries not included in any other category of Assets which are exclusively or primarily related to, or used exclusively or primarily in the conduct of, the Business, except to the extent included in Retained Assets.

Miscellaneous Assets has the meaning set forth in Section 2.1(r).

Examples of Miscellaneous Assets in a sentence

Miscellaneous Assets" shall mean: (a) a Seller's cash and cash equivalents that are located at a Purchased Store in accordance with the applicable Seller's customary practices, (b) all trade show booths and related fixtures owned by Sellers; and (c) those other assets owned by Sellers and set forth in EXHIBIT 1.
If there are prohibitions against, or conditions to, the conveyance of any Contracts, Permits or Miscellaneous Assets without the prior written consent of third parties, then any provision contained in this Agreement to the contrary withstanding, the transfer of title to, or assignment of, such Contracts, Permits or Miscellaneous Assets pursuant to this Agreement shall not become effective unless and until such consent requirement is satisfied, waived or no longer applies.
Seller shall execute, acknowledge and deliver to Purchaser an assignment of all of Seller's right, title and interest under the Hotel Contracts, transferable Permits, Names (to extent transferable) and the Miscellaneous Assets to be sold pursuant to this Agreement and shall deliver Seller's original counterparts of all documents which are in writing together with such correspondence and other records, if any, pertaining thereto which Seller has.
When and if such consent requirement is so satisfied, waived or no longer applies, to the extent permitted by applicable law, the assignment of such Contracts, Permits or Miscellaneous Assets shall become effective automatically as of the Closing Date, without further action on the part of Seller or Purchaser and without payment of further consideration.
The Purchase Price shall be allocated among the Leasehold Interests, the Improvements, the Personal Property, the Intangible Property, the Licenses and Permits, the Plans and Specifications, the Assumed Contracts and the Miscellaneous Assets in the manner set forth on Schedule 2.01 attached hereto; provided, however, that if Schedule 2.01 is not completed on the Effective Date, the Parties shall complete Schedule 2.01 during the Due Diligence Period (as defined below).

More Definitions of Miscellaneous Assets

Miscellaneous Assets means all employee records relating to those employees to be employed by Newco or HUI as of the Closing; all accounting information pertaining to the continued operations of the Business and all media in which or on which any of the information, knowledge, data or other records relating to the Assets may be related or stored; all computer software relating to accounting and operations systems; all office and other supplies; all warranties, claims and causes of action (and the benefit of any and all collateral or security given in connection therewith) inuring to the benefit of CTU relating exclusively to the Assets; and all other assets used exclusively in connection with the Business not otherwise described in this Agreement of any character whatsoever, whether personal, tangible or intangible, wherever located, owned by CTU and related exclusively to the Business.

Miscellaneous Assets means Business-related security deposits, prepaid expenses and assets, leasehold improvements and those assets set forth in the Disclosure Schedule and excluding all Retained Assets.

Miscellaneous Assets means the Refinery Miscellaneous Assets and the Marketing Miscellaneous Assets.

Miscellaneous Assets. The term "Miscellaneous Assets" shall mean all of the assets, properties, and rights of the Business, other than the Excluded Assets, of every kind and description, real or personal, tangible or intangible, whether or not fully depreciated, capitalized or expensed, to the extent such assets are (i) presently used primarily in the Business, or subsequently acquired for use in the conduct of the Business prior to Closing, (ii) either located at the Facilities, in the process of being delivered to the Facilities as of Closing, or reserved primarily for use at the Facilities, (iii) not within the definition of Realty, Facilities, Equipment, Inventory, Spare Parts, Contracts, Collective Bargaining Agreements, Intangible Rights, Accounts Receivable, or Excluded Assets, and (iv) owned by Boise Cascade or Oxford as of Closing.

Miscellaneous Assets shall have the meaning set forth in Section 3.13.

Miscellaneous Assets means: (a) a Seller's cash and cash equivalents that are located at a Purchased Store in accordance with the applicable Seller's customary practices, (b) all trade show booths and related fixtures owned by Sellers; and (c) those other assets owned by Sellers and set forth in EXHIBIT 1.

Miscellaneous Assets means all properties, assets and rights which are related to Petroleum and Natural Gas Rights or Tangibles (other than Petroleum and Natural Gas Rights and Tangibles), including, without limitation: