Examples of Transferred Assets in a sentence
As of each Purchase Date, Schedule A is an accurate and complete listing of all the Transferred Collateral Assets and other Transferred Assets hereunder as of such Purchase Date.
The Purchaser has given fair consideration and reasonably equivalent value to the Seller in exchange for the purchase of the Transferred Assets (or any number of them).
The representations and warranties set forth in Section 4.1 shall survive (i) the Conveyance of the Transferred Assets to the Purchaser, (ii) the termination of the rights and obligations of the Purchaser and the Seller under this Agreement and (iii) the termination of the rights and obligations of the Purchaser under the Credit Agreement.
The Company hereby assigns, transfers, conveys and disposes all of the Transferred Assets (as defined below) to Parent and Parent hereby accepts the Transferred Assets.
Other than for tax and consolidated accounting purposes, the Seller will not account for or treat the transactions contemplated hereby in any manner other than as a sale or contribution of the Transferred Assets by the Seller to the Purchaser; provided that for federal income tax reporting purposes, the Purchaser is treated as a “disregarded entity” and, therefore, the Conveyance of Transferred Assets by the Seller to the Purchaser hereunder will not be recognized.