Xxxxxx Assets definition

Xxxxxx Assets means (i) Purchased Mortgage Servicing Rights in respect of Xxxxxx Mae Agency Loans, the Servicing Advances in respect thereof, and rights to receive Servicing Compensation related thereto, including Servicing Compensation that is accrued and unpaid as of the Closing Date, (ii) the Interim Servicing Addendum to the Mortgage Selling and Servicing Contract, dated August 10, 2007, between Xxxxxx Xxx and GMAC Mortgage, the Servicing Advances in respect thereof and rights to receive Servicing Compensation related thereto, including Servicing Compensation that is accrued and unpaid as of the Closing Date and (iii) all assets including (w) all plant, property and equipment, employees and intellectual property (hardware and software) relating to the Consumer Lending Platform, (x) the XXXX system, Eclipse, loan optimizer and any and all Intellectual Property- related to the Consumer Lending Platform and/or Business Lending, (y) other assets relating to residential mortgage loan originations and capital markets platforms as described in the Confidential Information Memorandum dated June 23, 2012 and (z) such other assets as shall be agreed among Purchaser, Sellers and the Xxxxxx Entity.

Xxxxxx Assets means the Xxxxxx brand of spirits, associated brands and certain related assets and liabilities owned by Pernod to be transferred to the Company (or one or more Subsidiaries of the Company) pursuant to the Xxxxxx Asset Purchase Agreement.

Xxxxxx Assets subject to the provisions of the Other Agreements, all of the Assets, other than the Healthcare Services Assets, held immediately prior to the Distribution Date by any member of either Group. Xxxxxx Business: all of the businesses, other than the Healthcare Services Business, conducted immediately prior to the Distribution Date by any member of either Group.

Examples of Xxxxxx Assets in a sentence

• In the event of a conflict of provisions of any of the above-referenced agreements and the Xxxxxx Assets Indemnity Agreement, the provisions of the Xxxxxx Assets Indemnity Agreement shall prevail with respect to issues related to the contribution of the assets described therein, but not with respect to the ordinary operations of such assets as set forth in the above-referenced agreements.

• The environmental indemnification provisions of the Xxxxxx Assets Indemnity Agreement supersede in their entirety the environmental indemnification provisions of Article III of the Third Amended and Restated Omnibus Agreement, except as otherwise expressly provided in the Xxxxxx Assets Indemnity Agreement.

• The environmental indemnification provisions of the Xxxxxx Assets Indemnity Agreement dated as of December 6, 2013 (“Xxxxxx Assets Indemnity Agreement”), among the Partnership, the General Partner, Tesoro Logistics Operations LLC (the “Operating Company”) and TRMC, supersede in their entirety the environmental indemnification provisions of Article III of the Third Amended and Restated Omnibus Agreement, except as otherwise expressly provided in the Xxxxxx Assets Indemnity Agreement.

• The environmental indemnification provisions of the Xxxxxx Assets Indemnity Agreement supersede in their entirety the environmental indemnification provisions of Article III of the Third Amended and Restated Omnibus Agreement, except as otherwise expressly provided in the Carson Assets Indemnity Agreement.

• The environmental indemnification provisions of the Xxxxxx Assets Indemnity Agreement supersede in their entirety the environmental indemnification provisions of Article III of the Second Amended and Restated Omnibus Agreement, except as otherwise expressly provided in the Xxxxxx Assets Indemnity Agreement.

More Definitions of Xxxxxx Assets

Xxxxxx Assets means (i) all Assets of the Xxxxxx Group, (ii) the Xxxxxx Retained Assets, (iii) any Assets held by a member of the Cable Group determined by Xxxxxx, in good faith, to be primarily related to or used primarily in connection with the business or operations of the Xxxxxx Business, (iv) all interests in the capital stock, or other equity interests in, the members of the Xxxxxx Group (other than Xxxxxx) and (v) the rights related to the Xxxxxx Portion of any Shared Contract. Notwithstanding the foregoing, the Xxxxxx Assets shall not include (a) any Assets governed by the TMA, (b) the Cable Assets and (c) any Assets required by Cable to perform its obligations under the TSA.

Xxxxxx Assets means the Xxxxxx IP and the assets identified with an asterisk on Schedules 1.1(a), 1.1(d), 1.1(f) and 1.1(i).

Xxxxxx Assets has the meaning set forth in Section 6.12(a)(i).

Xxxxxx Assets has the meaning set forth in Section 2.02(a).

Xxxxxx Assets means (without duplication):

Xxxxxx Assets has the meaning assigned in the Xxxxxx PSA.

Xxxxxx Assets means the assets of Xxxxxx that comprise the Xxxxxx Real Property, its personal property, both tangible and intangible, and its books and records.