Sub Assets definition

Sub Assets all of the assets held by any member of the Sub Affiliated Group, or a direct or indirect foreign subsidiary of any such member, immediately after the Distribution Date.
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Sub Assets means all assets of, whether real, personal or mixed, and whether tangible or intangible, rights, properties, Claims and Contracts used by, each of EEMS and SM-India other than the Purchased Assets.
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Examples of Sub Assets in a sentence

  • There are no loans, leases or other financing to which such Sub Assets are or will be subject on the Initial Closing Date or the Subsequent Closing Date.

  • Purchaser shall prepare an allocation of the Purchase Price (as computed for U.S. federal income tax purposes, including capitalized costs) among the Royalty Sub Assets reasonably in accordance with relative fair market values, which allocation shall be reviewed by Seller.

  • No action, suit, claim, investigation or proceeding by or before any court, administrative agency or other governmental or regulatory body or authority shall have been instituted or threatened which may restrain, prohibit or invalidate any of the transactions contemplated by this Agreement or which may affect the right of Parent or Sub to operate or control after the Closing Date, the Parent Assets or Sub Assets, or any part thereof.

  • The Cybernet Sub Assets are in good operating condition and repair, subject to reasonable wear and tear.

  • The Sub Assets are in good working order and fit for their intended use.

  • Except as otherwise provided herein, Sub shall pay, and shall indemnify and hold harmless each member of the Parent Group and each foreign subsidiary thereof from, all Other Taxes (and shall be entitled to receive and retain all refunds of Other Taxes) attributable to Sub Assets or the operation of the business of any member of the Sub Affiliated Group or any direct or indirect foreign subsidiary thereof immediately after the Distribution.

  • Purchaser and Seller hereby agree to treat for U.S. federal income tax purposes the purchase of the Units as a purchase of the Royalty Sub Assets.

  • The Sub Assets shall not be subject to any Liens, other than Permitted Liens.

  • Sub has good and marketable title to the Sub Assets, free and clear of all mortgages, liens, claims or encumbrances of any kind or any conditional sale agreement or other title retention agreement.

  • Purchaser and Seller hereby further agree that for U.S. federal income tax purposes, Purchaser shall be treated as the tax owner of the Royalty Sub Assets and the Licensed IP.

Related to Sub Assets

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

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

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

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

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