Assets of NEPM Defined Sample Clauses

Assets of NEPM Defined. For purposes of this Settlement Agreement, the Parties hereby confirm that the assets of NEPM shall generally mean all of NEPM’s business rights, claims, and assets of every kind, nature, character, and description, whether real, personal or mixed, tangible or intangible, accrued, contingent, or otherwise, and wherever situated, held, acquired, or developed by NEPM, or otherwise. To be certain, this includes, but is not limited to, all cash, cash equivalents, bank deposits, bank accounts, accounts receivables (Medicare and Non-Medicare), securities, short term investments, work in progress, and all other assets which are used, held for use, acquired for use, or developed for use, in connection with NEPM’s business. Furthermore, the term “Asset”, of NEPM shall be interpreted to the fullest extent permitted by law, as more fully described in NEPM’s financial statements (the “Financial Statements”) attached hereto as EXHIBIT “K.” In addition, this includes all non-medical assets of NEPM. Sellers shall immediately stop sweeping NEPM’s Accounts Receivable and other deposits on January 29, 2008 except such amounts as may be necessary to pay NEPM’s payroll and related taxes due January 30, 2008. All monies swept prior to January 29, 2008 shall be the sole and exclusive property of the Seller;
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Related to Assets of NEPM Defined

  • UCC Definitions Unless otherwise defined herein or the context otherwise requires, terms for which meanings are provided in the UCC are used in this Security Agreement, including its preamble and recitals, with such meanings.

  • Indenture; Defined Terms This Note is one of the 3.225% Senior Notes due 2022 (the “Notes”) issued under the Senior Indenture dated as of June 5, 2009 (as amended, modified or supplemented from time to time in accordance therewith, the “Base Indenture” and, as amended, modified and supplemented by the Third Supplemental Indenture dated as of August 27, 2012, the “Indenture”) by and between the Issuer and the Trustee, as trustee. This Note is a “Global Security” and the Notes are “Global Securities” under the Indenture. For purposes of this Note, unless otherwise defined herein, capitalized terms herein are used as defined in the Indenture. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) (the “TIA”) as in effect on the date on which the Indenture was qualified under the TIA. Notwithstanding anything to the contrary herein, the Notes are subject to all such terms, and holders of Notes are referred to the Indenture and the TIA for a statement of them. To the extent the terms of the Indenture and this Note are inconsistent, the terms of the Indenture shall govern.

  • Certain Definitions For purposes of this Agreement, the following terms have the meanings indicated:

  • Certain Defined Terms As used in this Agreement, the following terms shall have the following meanings:

  • Specific Definitions The following terms used in this Agreement shall have the following meanings:

  • Transfer Definitions For purposes of this Article 7 “

  • Key Definitions As used herein, the following terms shall have the following respective meanings:

  • Incorporation of Certain Definitions by Reference Each capitalized term used herein and not otherwise defined herein shall have the meaning provided therefor (including by incorporation by reference) in the Related Documents.

  • Other Adjustments Pursuant to the Equity Definitions Notwithstanding anything to the contrary in this Confirmation, solely for the purpose of adjusting the Cap Price, the terms “Potential Adjustment Event,” “Merger Event,” and “Tender Offer” shall each have the meanings assigned to such term in the Equity Definitions (as amended by Section 9(j)(i)), and upon the occurrence of a Merger Date, the occurrence of a Tender Offer Date, or declaration by Counterparty of the terms of any Potential Adjustment Event, respectively, as such terms are defined in the Equity Definitions, the Calculation Agent may, in its sole discretion, adjust the Cap Price to preserve the fair value of the Options to Dealer; provided that in no event shall the Cap Price be less than the Strike Price; provided further that any adjustment to the Cap Price made pursuant to this Section 9(x) shall be made without duplication of any other adjustment hereunder (including, for the avoidance of doubt, adjustments made pursuant to the provisions opposite the captions “Method of Adjustment,” “Consequences of Merger Events / Tender Offers” and “Consequence of Announcement Events” in Section 3 above or adjustments made pursuant to Section 9(h)).

  • ARTICLE I DEFINITIONS 1 SECTION 1.01.

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