Exchanged Assets definition

Exchanged Assets. Collectively, all Exchanged Loans, Exchanged Properties and Exchanged Hybrid Leases.
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Exchanged Assets means all of BRRL's issued and outstanding capital stock.
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Exchanged Assets shall have the meaning set forth in Section 7(a)(ii).
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Examples of Exchanged Assets in a sentence

  • NMC has paid all applicable taxes and other claims arising out of the ownership and/or operation of the Business and Exchanged Assets.

  • NMC will give to FFA and FFA’s accountants, counsel and other representatives, full access to all the properties, books, contracts commitments and records of NMC related to the Exchanged Assets and assumed liabilities.

  • NMC is a Limited Liability Company, duly organized, validly existing and in good standing under the laws of the State of New Jersey and has the power and authority to own and transfer the Exchanged Assets.

  • NMC has not omitted to state to FFA any material fact relating to the Business or the Exchanged Assets which may adversely affect the Business or the Exchanged Assets or which is necessary in order to make the specific representations, warranties or covenants made to FFA in this agreement, not misleading.

  • The sale of the two part-exchanged cars would have further reduced it below €8 million.

  • For a period of two (2) years after the Closing Date, EuroGas and its representatives shall have reasonable access to all of the books and records of the Exchanged Assets transferred to EuroGas hereunder to the extent that such access may reasonably be required by EuroGas to meet its reporting obligations under the Securities Laws.

  • The Conveying Party shall cooperate with the Acquiring Party in its efforts to obtain all other Permits and Environmental Permits necessary for the Acquiring Party to operate the Exchanged Assets.

  • Without limiting the generality of the foregoing, from and after the Closing Date, Intrepid Mining shall promptly remit to Intrepid Potash any funds that are received by Intrepid Mining and that are included in, or that represent payment of receivables included in, the Exchanged Assets.

  • Each Party shall notify and provide the other Party with reasonable assistance in the event of an examination, audit or other proceeding regarding any fair market value of the Exchanged Assets and Assumed Liabilities.

  • Gruesers and/or Purchaser shall have on the Closing Date, good and marketable title to all of the Exchanged Assets and said Exchanged Assets shall not be subject to any material mortgage, lien, pledge, lease, security interest or encumbrance, except as disclosed to Seller.


More Definitions of Exchanged Assets

Exchanged Assets is defined in Section 6.7. The “Fiscal Year” of the Company, and its taxable year for Federal income tax purposes, shall be the calendar year or such other year required under Code Section 706.
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Exchanged Assets more specifically includes (i) all right, title and interest of Gruesers and Purchaser in and to the personal property and all other improvements located at the four addresses of the Xxxxxxx'x Stores set forth on EXHIBIT IV attached hereto, subject to all rights of the lessors to such improvements in accordance with the terms of each lease agreement governing each of the Xxxxxxx'x Stores, copies of which lease agreements are attached hereto as EXHIBIT V; (ii) all inventory and supplies owned by Gruesers and Purchaser which are located on the premises of the Xxxxxxx'x Stores as of Closing and all other assets which may be located elsewhere but are designated for use in connection with the operation of the Xxxxxxx'x Stores, all of which are described in SCHEDULE 1.5.a.iv. attached hereto; (iii) all right, title and interest of Gruesers and Purchaser in and to the furniture, furnishings, trade fixtures, leasehold improvements and equipment, including cash registers, computers, telephones and fax machines, which are used by Gruesers and Purchaser in connection with the operation of the Xxxxxxx'x Stores; (iv) all books and records which are on the premises of the Xxxxxxx'x Stores relating to the Exchanged Assets as of Closing and photocopies of applicable books and business records of the Xxxxxxx'x Stores relating to the Exchanged Assets as of Closing, as reasonably requested; (v) to the extent transferable, all governmental licenses, certificates of public convenience, operating permits, approvals and similar permits and approvals issued to Gruesers and/or Purchaser in connection with and directly relating to the operation of the Xxxxxxx'x Stores, all of which are described on SCHEDULE 1.5.a.iv. hereto; and (vi) all of the Xxxxxxx'x right, title and interest in, to or under the Franchise Agreements which govern the Xxxxxxx'x Stores, and all other rights and interests in, to or under other contracts, agreements, leases, commitments and licenses directly relating to the Exchanged Assets and described in SCHEDULE 1.5.a.iv. hereto. Notwithstanding anything herein to the contrary, all accounts receivable of any kind or nature generated by the Xxxxxxx'x Stores and all cash on hand in the Xxxxxxx'x Stores through the Closing Date and all other properties, assets, rights or interests of the Gruesers and Purchaser which shall not be included in the definition of Exchanged Assets, shall not be conveyed to Seller hereunder.
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Related to Exchanged Assets

  • Exchange Property has the meaning set forth in Section 11(a).

  • Admitted assets means the amount thereof as of the last day of the most recently concluded annual statement year, computed in accordance with rule 191—5.6(505,515,520).

  • Pledged Assets With respect to any Mortgage Loan, all money, securities, security entitlements, accounts, general intangibles, payment intangibles, instruments, documents, deposit accounts, certificates of deposit, commodities contracts and other investment property and other property of whatever kind or description pledged by Combined Collateral LLC as security in respect of any Realized Losses in connection with such Mortgage Loan up to the Pledged Amount for such Mortgage Loan, and any related collateral, or such other collateral as may be set forth in the Series Supplement.

  • Conveyed Assets shall have the meaning set forth in Section 2.01.

  • Additional Purchased Assets shall have the meaning set forth in Subsection 3(a).

  • Invested Assets means cash, Cash Equivalents, short term investments, investments held for sale and any other assets which are treated as investments under GAAP.

  • Transferred Property shall have the meaning specified in Section 2.1(a) hereof.

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

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

  • 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.

  • Permitted Assets means any and all properties or assets that are used or useful in a Permitted Business (including Capital Stock in a Person that is a Restricted Subsidiary and Capital Stock in a Person whose primary business is a Permitted Business that shall become a Restricted Subsidiary immediately upon the acquisition of such Capital Stock by the Issuer or by a Restricted Subsidiary, but excluding any other securities).

  • Pledged Asset Loan Any Mortgage Loan supported by Pledged Assets or such other collateral, other than the related Mortgaged Property, set forth in the Series Supplement.

  • 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.

  • Membership Interests has the meaning set forth in the recitals.

  • 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.

  • Purchased Property As defined in Section 2.01(a) of the Pooling Agreement.

  • Distributed Property shall have the meaning specified in Section 14.04(c).

  • Contributed Property means each property or other asset, in such form as may be permitted by the Delaware Act, but excluding cash, contributed to the Partnership. Once the Carrying Value of a Contributed Property is adjusted pursuant to Section 5.5(d), such property shall no longer constitute a Contributed Property, but shall be deemed an Adjusted Property.

  • Underlying Assets With respect to a Loan, any property or other assets designated and pledged as collateral to secure repayment of such Loan, including, without limitation, to the extent provided for in the relevant Underlying Instruments, a pledge of the stock, membership or other ownership interests in the related Obligor and all Proceeds from any sale or other disposition of such property or other assets.

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

  • Pledged Partnership Interests means all interests in any general partnership, limited partnership, limited liability partnership or other partnership including, without limitation, all partnership interests listed on Schedule 4.4(A) under the heading “Pledged Partnership Interests” (as such schedule may be amended or supplemented from time to time) and the certificates, if any, representing such partnership interests and any interest of such Grantor on the books and records of such partnership or on the books and records of any securities intermediary pertaining to such interest and all dividends, distributions, cash, warrants, rights, options, instruments, securities and other property or proceeds from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of such partnership interests.

  • Related Assets Any assets held by a Trust the return of which is linked to one or more Underlying Securities and which, if applicable, shall be described in the related Supplement or a schedule thereto.

  • Pledged Trust Interests means all interests in a Delaware business trust or other trust including, without limitation, all trust interests listed on Schedule 4.4(A) under the heading “Pledged Trust Interests” (as such schedule may be amended or supplemented from time to time) and the certificates, if any, representing such trust interests and any interest of such Grantor on the books and records of such trust or on the books and records of any securities intermediary pertaining to such interest and all dividends, distributions, cash, warrants, rights, options, instruments, securities and other property or proceeds from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of such trust interests.

  • Membership Interest means a Member’s entire interest in the Company including such Member’s right to receive allocations and distributions pursuant to this Agreement and the right to participate in the management of the business and affairs of the Company in accordance with this Agreement, including the right to vote on, consent to, or otherwise participate in any decision or action of or by the Members granted pursuant to this Agreement.

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