Southland Assets definition

Southland Assets has the meaning set forth in Section 5.10(a).
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Examples of Southland Assets in a sentence

  • The parties will act in good faith to determine if Schedule 1.1(a)(i) or Schedule 1.1(a)(ii) or both of the Transition Services Agreement should be modified to include any Corporate Services (as defined in the Transition Services Agreement) necessary to support the Southland Assets and, if so, amend the applicable schedules thereto and provide the necessary Corporate Services in accordance with the Transition Services Agreement.

  • Accordingly, on or before the Closing, Seller shall provide Buyers with a detailed description of the Southland Assets.

  • At the sole election of Buyers, the parties shall negotiate to provide for the transfer or assignment (by Seller or its applicable Affiliates) of the Southland Assets (and the assumption of the related liabilities) to Buyers or one of their Subsidiaries or Affiliates, as directed by Buyers, for consideration to be mutually agreed.

  • At the sole election of Buyers, the parties shall negotiate to provide for the transfer or assignment (by Seller or its applicable Affiliates) of the Southland Assets (and the assumption of the related liabilities) to Buyers or one of their Subsidiaries or Affiliates, as directed by Xxxxxx, for consideration to be mutually agreed.

  • The parties acknowledge that it may be economically efficient and optimal if the assets owned by Seller or its Affiliates or Subsidiaries known as ''Southland'' (the ''Southland Assets'') were joined with the businesses conducted and assets owned by the Companies and their Subsidiaries.

  • The Southland Assets shall constitute part of the Collateral, and Borrower will defend all of the Collateral against any claims of all persons or entities other than (i) claims of the Bank, and (ii) liens permitted under the Prior Loan Agreement.

  • Passenger train running over obstruction placed on the line other than those stated in (iii) to (v) above.

  • Prior to Closing, the Company shall notify Southland of its proposed delivery of the Southland Assets to Buyer at Closing, and Buyer acknowledges that the Southland Assets shall not constitute any part of the Assets and agrees to accept such assets subject to Southland's superior rights to the same.

  • The Southland Assets, although owned by Triad, will be used by or for the benefit of all Borrowers from time to time.

  • The Collateral, including without limitation the assets acquired pursuant to the Southland Acquisition Agreement (the "Southland Assets"), is and will be owned by Borrowers free and clear of all liens and other encumbrances of any kind, except liens in favor of the Bank and such other liens as may be permitted under the Prior Loan Agreement.

Related to Southland Assets

  • Company Owned Real Property shall have the meaning set forth in Section 3.12(a).

  • Real Property means, collectively, all right, title and interest (including any leasehold, mineral or other estate) in and to any and all parcels of or interests in real property owned or leased by any Person, whether by lease, license or other means, together with, in each case, all easements, hereditaments and appurtenances relating thereto, all improvements and appurtenant fixtures and equipment, all general intangibles and contract rights and other property and rights incidental to the ownership, lease or operation thereof.

  • Fund Assets means the net assets of the Fund managed by the Subadviser for which the fee is being calculated;

  • Leaseholds of any Person means all the right, title and interest of such Person as lessee or licensee in, to and under leases or licenses of land, improvements and/or fixtures.

  • Owned Properties has the meaning set forth in Section 3.16.

  • Owned Real Properties has the meaning set forth in Section 3.16(b).

  • Real Properties means, at any time, a collective reference to each of the facilities and real properties (including the Borrowing Base Properties) owned or leased by the Consolidated Parties at such time.

  • 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.

  • Real Property Interests means all interests in real property of whatever nature, including easements, whether as owner or holder of a Security Interest, lessor, sublessor, lessee, sublessee or otherwise.

  • Real Estate Assets means any investment by the Company or the Operating Partnership in unimproved and improved Real Property (including fee or leasehold interests, options and leases), directly, through one or more subsidiaries or through a Joint Venture.

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

  • Company Real Property means the Company Owned Real Property and the Company Leased Real Property.

  • Real Estate Leases has the meaning set forth in Section 2.1(d)(ii).

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

  • Real Estate-Related Assets means any investments by the Company or the Operating Partnership in Mortgages and Real Estate-Related Securities.

  • Intangible Property shall have the meaning given to such term in Section 2.1(c) hereof.

  • Estate in Real Property A fee simple estate in a parcel of land.

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

  • Owned Real Property has the meaning set forth in Section 4.10(a).

  • Leased Intangible Property means all agreements, service contracts, equipment leases, booking agreements and other arrangements or agreements affecting the ownership, repair, maintenance, management, leasing or operation of the Leased Property, or any portion thereof, to which Landlord is a party; all books, records and files relating to the leasing, maintenance, management or operation of the Leased Property, or any portion thereof, belonging to Landlord; all transferable or assignable permits, certificates of occupancy, operating permits, sign permits, development rights and approvals, certificates, licenses, warranties and guarantees, rights to deposits, trade names, service marks, telephone exchange numbers identified with the Leased Property, and all other transferable intangible property, miscellaneous rights, benefits and privileges of any kind or character belonging to Landlord with respect to the Leased Property.

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

  • Consolidated Intangible Assets means, at any date, all assets of the Borrower and its Subsidiaries that are considered to be intangible assets under GAAP, including, without limitation, customer lists, goodwill, computer software, copyrights, trade names, trademarks, patents, franchises, licenses, unamortized deferred charges, unamortized debt discount and capitalized research and development costs.

  • Owned Property has the meaning set forth in Section 4.10(a).

  • Timberlands means, as of any date of determination, all real property owned by or leased to the Borrower or any Subsidiary that is suitable for Timber production, natural resource development or real estate development. For the avoidance of doubt, “Timberlands” shall exclude property, plant and equipment of the Borrower and its Subsidiaries associated with their manufacturing activities.

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  • Real Property Assets means as to any Person as of any time, the real property assets (including, without limitation, interests in participating mortgages in which such Person’s interest therein is characterized as equity according to GAAP) owned directly or indirectly by such Person at such time.