Transferred Business definition
Examples of Transferred Business in a sentence
All material deficiencies asserted in writing or assessments made in writing as a result of any examination by any taxing authority of Tax Returns filed by or with respect to the Professional Entities, their Subsidiaries, the Transferred Assets or the Transferred Business have been fully paid.
Section 4.16 of the HS Disclosure Letter sets forth a list, as of the Execution Date, of all of the material IT Assets owned, leased, or licensed, and used by Legacy HS, the Professional Entities or any of their Subsidiaries in connection with the Transferred Business.
Section 4.15 of the HS Disclosure Letter identifies all Registered Intellectual Property rights owned (or purported to be owned) by Legacy HS or its Affiliates that are used or held for use in connection with the ownership and operation of the Transferred Business (“Registered IP”) as of the Execution Date.
Except for Legacy HS’s ownership interest in New Hearthstone, immediately following the Closing there will be no assets remaining in Legacy HS or owned by any of the HS Parties relating to the Transferred Business (other than the JV Business Retained Rights and the New Hearthstone Interests owned by Sellers).