Transferred Tangible Assets definition

Transferred Tangible Assets means all tangible personal property of the Seller Parties or their Affiliates used in the operation of the Business, including without limitation those items identified on Schedule II, but excluding anything which is included in the definition of Excluded Assets.

Transferred Tangible Assets means the tangible assets owned directly or indirectly by Seller or its Affiliates that are exclusively used in, held exclusively for use in connection with, or exclusively related to the Business, including, without limitation, any such tangible assets in the possession of third Persons, and all tangible assets owned directly or indirectly by Seller or its Affiliates that are located at the Transferred Facilities or the facilities subject to the Transferred Leases.

Transferred Tangible Assets means the fixed and other tangible assets (other than real property and buildings and inventory) owned by Seller or any Seller Subsidiaries, other than Transferred Subsidiaries, listed in Schedule 1.186, including (a) the Transferred Technology, (b) the tangible embodiments of the Transferred Trade Secrets, (c) all personal productivity assets owned by Seller or any Seller Subsidiaries associated with Transferred Employees such as personal data assistants, cellular phones and personal computers, and (d) all notes, correspondence, document files, records, marketing materials, pamphlets and literature exclusively relating to the Business or the Products, in each case of clauses (a), (b), (c) and (d), as the same may be depleted or augmented prior to the Closing Date in the ordinary course of business; provided, however, that in no event will such assets include any Excluded Assets.

Examples of Transferred Tangible Assets in a sentence

• The Sellers shall notify the Purchaser in writing of the occurrence of any casualty or similar event with respect to any of the Transferred Tangible Assets promptly after learning of such event.

• Except for Seller Encumbrances, the Transferred Tangible Assets are owned beneficially by one or more of the Sellers, free and clear of all Liens and such Sellers have good and marketable title thereto.

• To the extent not provided for in the Transition Services Agreement, the Purchaser shall, within [ ] days3 after the Closing Date, remove at the Purchaser’s cost all of the Transferred Tangible Assets and activities of the Business all premises owned or leased by the Sellers or their Affiliates after the Closing.

• The Sellers shall notify the Purchaser in writing of the occurrence of any casualty or similar event with respect to any of the Transferred Tangible Assets promptly after learning of such event and shall cooperate with the Purchaser’s reasonable requests related thereto.

• Schedule 3.2(a) contains an accurate list or description of all material Transferred Tangible Assets and Included Leased Assets.

More Definitions of Transferred Tangible Assets

Transferred Tangible Assets means all tangible assets in Company’s possession or Control as of the Closing Date, not within the Retained Assets.

Transferred Tangible Assets means (i) all Tangible Assets used in, held for use in, necessary for, or related to the conduct of or operation of the Business or the operation or activities of the Business Employees in connection with the Business, and (ii) the Transferred Inventory.

Transferred Tangible Assets means the devices, equipment and any tangible assets set out in Appendix VII of the Framework Restructuring Agreement.

Transferred Tangible Assets means those tangible assets of Seller listed on Schedule 6.9(bb).

Transferred Tangible Assets means the tangible personal property assets set forth on Section 1.01(f) of the Seller Disclosure Schedule.

Transferred Tangible Assets means the tangible assets listed on Schedule 1.118 and all other tangible assets related primarily to the Business owned by Harpoon as of the Closing Date.

Transferred Tangible Assets means the equipment and other tangible assets listed in Section 1.1(b) of the Sellers Disclosure Schedule, and including (x) with respect to any nodes, all components thereof and parts attached thereto, and (y) all frames used exclusively in the Business and owned by Sellers on which any such assets are installed, and excluding in all cases any Intellectual Property.