Assets Sold definition

Assets Sold shall have the meaning given to it in the Purchase Agreement.
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Assets Sold has the meaning set forth in Section 2.1.
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Assets Sold means the Shares in QAL, the Kaiser Alumina and the Kaiser Bauxite.
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Examples of Assets Sold in a sentence

  • Seller delivers herewith a computer file or microfiche list containing a true and complete list of the Loan Assets Sold and assigned hereunder, identified by account number, Obligor and Outstanding Balance as of the Cut—Off Date.

  • The Bank is the sole owner of all rights, title and interest in and to the Assets Sold, free and clear of all title defects or objections, assignments, liens, encumbrances of any nature whatsoever, restrictions, security interests, rights of third parties, or other liabilities, and has good and valid title to the Assets Sold.

  • The Seller delivers herewith a computer file containing a true and complete list of the Loan Assets Sold and assigned hereunder, identified by account number, the related Obligor and Principal Balance as of the Cut–Off Date.

  • Assets Sold Adjustments Pro Forma ---------------- ----------- ----------- ---------- Revenues: Coin calls ...........................

  • The sale, conxxxxnce, transfer, assignment and delivery of the Assets Sold by Sellers to PPDA shall be evidenced and effected by the execution of a Bill of Sale in the form of Xxxxbit 1.3 attached hereto (the "Bill of Sale").

  • On and after the Closing Date, Elavon shall (i) give such further assurances to the Bank and execute, acknowledge and deliver all such acknowledgments and other instruments and take such further action as the Bank may reasonably request to effectuate the transactions contemplated by this Agreement, including the transfer of the Assets Sold and assumption of the Assumed Liabilities and (ii) use all reasonable efforts to assist the Bank in the orderly transition referred to in Article III.

  • The Assets Sold include all rights, properties and other assets necessary to permit Elavon to conduct the Merchant Business in substantially the same manner as the Bank’s Merchant Business has heretofore been conducted, without any need for replacement, refurbishment or extraordinary repair.

  • At the Closing and as of -------------------------------------- the Effective Time, simultaneously with the transfer of the Assets Sold, the Seller shall transfer to the Purchaser, and the Purchaser shall assume and agree thereafter to pay and discharge when due, and, promptly upon request of the Seller, reimburse the Seller and hold the Seller harmless with respect to, the Assumed Liabilities.

  • Effective upon the Effective Date, Elavon shall, by the execution and delivery of the Xxxx of Sale and Assignment and Assumption Agreement, acquire title to the Assets Sold and assume and agree to pay and discharge when due the Assumed Liabilities.

  • To the Knowledge of the Seller, the ---------------------------- Terminal Equipment and other tangible personal property of the Seller which are included in the Assets Sold, including but not limited to the items listed on Schedule 2.1(e), are in --------------- good operating condition and repair, normal wear and tear excepted, and none of such property is in need of maintenance or repairs except for routine maintenance and repairs in the Ordinary Course.


More Definitions of Assets Sold

Assets Sold has the meaning set forth in Section 1.1.
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Assets Sold. As Is" The Assets are sold in their present form "as is" which means that Vendor makes no warranty or other representation concerning the suitability of the Assets for Purchaser's purpose, nor that the software which comprises the Assets is error free, nor with respect to any other matter related to the Assets or the sale thereof to Purchaser, except that Vendor does represent and warrant (i) that it has no knowledge of any claim that the Assets infringe any patent, copyright, trade secret or other intellectual property right of any third party, and (ii) that it has the full right and power to enter into this Agreement. The liability of Vendor for any breach or breaches of any of the foregoing representations and warranties shall be limited to the consideration received by Vendor in accordance with Article 5 hereof.
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Assets Sold has the meaning specified in paragraph 6B(3)(v).
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Related to Assets Sold

  • 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.

  • Transferred Equity means the equity interest in the Company which the WFOE has the right to request either of the Company Shareholders to transfer to it or its designated entity or individual in accordance with Article 3 hereof when the WFOE exercises its Equity Transfer Option, the quantity of which may be all or part of the Option Equity and the specific amount of which shall be determined by the WFOE at its sole discretion in accordance with the then-effective PRC Law and based on its commercial consideration.

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

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

  • Divestiture Assets means all of Defendants’ rights, titles, and interests in and to:

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

  • Business Assets means all tangible and intangible property and assets owned (either directly or indirectly), leased, licensed, loaned, operated or used, including all real property, fixed assets, facilities, equipment, inventories and accounts receivable, by the Corporation and the Subsidiaries in connection with the Business;

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

  • Included Assets has the meaning in Section 5.1(d)(ii)(A).

  • 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.

  • Transferred Inventory has the meaning set forth in Section 1.1(e).

  • Transferred Subsidiaries shall have the meaning set forth in the Recitals.

  • Transferred Asset means each asset, including any Loan Asset and Substitute Loan Asset (including, if any, the Participation thereof), Conveyed by the Seller to the Purchaser hereunder, including with respect to each such asset, all Related Property; provided that the foregoing will exclude the Retained Interest and the Excluded Amounts.

  • Seller Entities means, collectively, Seller and all Seller Subsidiaries.

  • Transferred Entities means the entities set forth on Schedule 1.5.

  • Parent Assets means all Assets of either Party or the members of its Group as of the Effective Time, other than the SpinCo Assets, it being understood that, notwithstanding anything herein to the contrary, the Parent Assets shall include:

  • Contributed Assets shall have the meaning as set forth in Section 2.2.

  • Transferred Real Property has the meaning set forth in Section 1.1(p).

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

  • surplus assets means the assets after payment of the debts and liabilities remaining on a winding-up of the incorporated association and the costs, charges and expenses of the winding-up;

  • Qualified Assets means any of the following assets: (i) interests, rights, options, warrants or convertible or exchangeable securities of the Partnership; (ii) Debt issued by the Partnership or any Subsidiary thereof in connection with the incurrence of Funding Debt; (iii) equity interests in Qualified REIT Subsidiaries and limited liability companies (or other entities disregarded from their sole owner for U.S. federal income tax purposes, including wholly owned grantor trusts) whose assets consist solely of Qualified Assets; (iv) up to a one percent (1%) equity interest in any partnership or limited liability company at least ninety-nine percent (99%) of the equity of which is owned, directly or indirectly, by the Partnership; (v) cash held for payment of administrative expenses or pending distribution to security holders of the General Partner or any wholly owned Subsidiary thereof or pending contribution to the Partnership; and (vi) other tangible and intangible assets that, taken as a whole, are de minimis in relation to the net assets of the Partnership and its Subsidiaries.

  • Gross Assets means the total of fixed assets and current assets;

  • Seller Subsidiaries means the subsidiary partnerships of the McNeil Partnerships listed on Annex G to this Agreement (the "Subsidiary Partnerships") and the subsidiary corporations listed on Annex F to this Agreement (the "Subsidiary Corporations") which hold GP Interests in certain of the Subsidiary Partnerships.

  • Restricted Assets means all licenses, permits, franchises, approvals or other authorizations from any Governmental Authority from time to time granted to or otherwise held by the Company to the extent the same constitute “Excluded Assets” under (and as defined in) the Senior Lien Documents or the Junior Lien Documents or are similarly carved out from the granting clause or the collateral thereunder.

  • Acquired Companies means, collectively, the Company and the Company Subsidiaries.