Naked Assets definition

Naked Assets means the property and assets of Naked as a going concern of every kind and description and wheresoever situated, including, but not limited to, the Naked IP;
Sample 1

Examples of Naked Assets in a sentence

  • There are no actions, suits or Proceedings, judicial or administrative (whether or not purportedly on behalf of Naked) pending or, to the best knowledge of Naked, threatened by or against Naked, or affecting any of the Naked Assets at law or in equity, or before or by any Governmental Body, and Naked is not aware of any existing ground on which any such action, suit or Proceeding might be commenced with any reasonable likelihood of success.

  • SBH and its agents and representatives will be satisfied with respect to the status of Naked's interest in the Naked Assets.

  • Naked is a corporation duly incorporated and validly existing under the federal laws of Canada and is in good standing with respect to the filing of annual returns, and has the power, authority and capacity to enter into this Agreement, to carry out its terms, to own the Naked Assets and to conduct its business as such business is now being conducted.

  • Neither the execution and delivery of this Agreement, nor the consummation of the transactions contemplated hereby, will conflict with or result in any breach of any of the terms or provisions of, or constitute a default under, the Charter Documents, director or shareholder minutes of Naked, any agreement or instrument to which Naked is a party or by which Naked or the Naked Assets are bound, or any Order, decree, statute, regulation, covenant or restriction applicable to Naked.

  • No Material Adverse Effect will have occurred with respect to the business of Naked, the Naked Assets or the Naked Shares, however arising.

  • SBH and/or its directors, officers, auditors, counsel and other authorized representatives will be permitted to make such commercially reasonable investigations of the Naked Assets and business of Naked and of its financial and legal condition as SBH reasonably deems necessary or desirable, provided always that such investigations will not unduly interfere with the operations of Naked.

Related to Naked Assets

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

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

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

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

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

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

  • Leased Assets shall have the meaning ascribed thereto in Section 3.6.

  • 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.

  • Fixed Assets means Equipment and Real Estate.

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

  • Specified Assets the following property and assets of such Grantor:

  • 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.

  • Combined Assets means the sum of Fund Assets and Other Assets; and

  • Related Assets Any assets held by a Trust the return of which is linked to one or more Underlying Securities and which, if applicable, shall be described in the related Supplement or a schedule thereto.

  • Sold Assets has the meaning set forth in Section 2.01(b).

  • Gross Assets means the total of fixed assets and current assets;

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

  • Midstream Assets means (i) assets used primarily for gathering, transmission, storage, processing or treatment of natural gas, natural gas liquids or other hydrocarbons or carbon dioxide and (ii) equity interests of any Person that has no substantial assets other than assets referred to in clause (i).

  • The Properties means and refer to all such existing properties, and additions thereto, as are subject to this Declaration or any Supplemental Declaration under the provisions of Article II hereof.

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

  • Restricted Assets means all licenses, permits, franchises, approvals or other authorizations from any Governmental Authority from time to time granted to or otherwise held by the Company to the extent the same constitute “Excluded Assets” under (and as defined in) the Senior Lien Documents or the Junior Lien Documents or are similarly carved out from the granting clause or the collateral thereunder.

  • Assets and Properties of any Person means all assets and properties of every kind, nature, character and description (whether real, personal or mixed, whether tangible or intangible, and wherever situated), including the goodwill related thereto, operated, owned or leased by such Person.

  • IP Assets means all Intellectual Property owned or used by or purported to be owned or used by the Group Companies.

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

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