Assets to be Retained Sample Clauses

Assets to be Retained. 8 3.3 Liabilities to be Assumed by Buyer................................. 8 3.4 Liabilities to be Retained by Sellers.............................. 8
Assets to be Retained. Notwithstanding anything to the contrary above, COCA shall retain all right, title and interest in and to, and exclude from sale, assignment, transfer or delivery hereunder all assets of COCA and its affiliates not listed in Exhibit 1.1.
Assets to be Retained. Seller shall retain:
Assets to be Retained. Seller is not selling to Buyer any marketable securities, life insurance cash surrender value, prepaid insurance premiums, or insurance policies of any type or rights to any insurance coverage under any of Seller's existing policies, or any assets not described in Section 1.1 above.
Assets to be Retained. Notwithstanding anything to the contrary in this Agreement, Corning shall retain all right, title and interest in and to, and exclude from the sale hereunder: (a) all cash associated with the conduct of, or otherwise held by, the Serengeti Business as of or prior to the Closing Date; (b) all refunds for taxes of any nature (including without limitation income taxes) relating to the operation or ownership of the Assets and/or the Serengeti Business prior to the Closing Date; (c) all accounts receivable existing as of or prior to the Closing Date arising out of sales or operations of the Serengeti Business conducted by Corning; (d) except for those assets conveyed pursuant to Section 9.3(b), all assets of or associated with the Serengeti Business that are located in Japan; (e) all assets of or associated with the Serengeti Business that are located in France (including, without limitation, assets associated with the processing of glass lens blanks into Strata monolithic polarizing lenses); (f) subject to the license agreement described in Section 11.2, all Corning Patents, all Corning Know-How and trademarks of Corning other than the Serengeti Trademarks; and (g) all deposits in respect of assets and rights of Corning or the Serengeti Business (collectively, the "Retained Assets").
Assets to be Retained. The parties hereto acknowledge that the assets retained by the Company and the Company Contributors include all reserves relating to the Credit Insurance Business and the Company Contributed Assets include all deferred acquisition costs related to the Credit Insurance Business. SECTION 7.03
AutoNDA by SimpleDocs
Assets to be Retained. The Company shall retain:
Assets to be Retained. The County will retain all right, title and interest in that portion of the Mud Creek Collection System located in the Naples Area and the Mountain Home Area, and will also retain ownership of the Prison Camp lines, the retained portions being collectively referred to hereinafter as "Retained Portion of the Mud Creek Collection System" or "Retained Equipment". The Retained Portion of the Mud Creek Collection System is more particularly shown and described in the attached Exhibit B, said Exhibit B being incorporated by reference as if fully set forth herein.3 The County may opt to lease any or all of the Retained Equipment to the City in accordance with terms hereinafter provided.

Related to Assets to be Retained

  • Service to be Rendered Transporter shall perform and Shipper shall receive service in accordance with the provisions of the effective FTS Rate Schedule and applicable General Terms and Conditions of Transporter's FERC Gas Tariff, Fourth Revised Volume No. 1 ("Tariff"), on file with the Federal Energy Regulatory Commission ("Commission"), as the same may be amended or superseded in accordance with the rules and regulations of the Commission. The maximum obligation of Transporter to deliver gas hereunder to or for Shipper, the designation of the points of delivery at which Transporter shall deliver or cause gas to be delivered to or for Shipper, and the points of receipt at which Shipper shall deliver or cause gas to be delivered, are specified in Appendix A, as the same may be amended from time to time by agreement between Shipper and Transporter, or in accordance with the rules and regulations of the Commission.

  • Money for Payments To Be Held in Trust All payments of amounts due and payable with respect to any Notes or the Certificate that are to be made from amounts withdrawn from the Collection Account or Reserve Account, pursuant to Sections 2.07, 3.01, 4.02 and 4.03 shall be made on behalf of the Issuer by the Indenture Trustee or by a Paying Agent, and no amounts so withdrawn from such accounts for payments of Notes or the Certificate shall be paid over to the Issuer, the Owner Trustee or the Administrator except as provided in this Section. On or prior to 11:00am New York time on each Payment Date, the Issuer shall deposit in the Collection Account or, in accordance with the Sale and Servicing Agreement, cause to be deposited (including by the provision of instructions to the Indenture Trustee to make any required withdrawals from the Reserve Account and to deposit such amounts in the Collection Account) to the extent of funds available therefor, an aggregate sum sufficient to pay the amounts then becoming due under the Notes and the Certificate, such sum to be held in trust for the benefit of the Persons entitled thereto, and (unless the Paying Agent is the Indenture Trustee) shall promptly notify the Indenture Trustee of its action or failure so to act. The Indenture Trustee, as Paying Agent, hereby agrees with the Issuer that it will, and the Issuer will cause each Paying Agent other than the Indenture Trustee, as a condition to its acceptance of its appointment as Paying Agent, to execute and deliver to the Indenture Trustee an instrument in which such Paying Agent shall agree with the Indenture Trustee, subject to the provisions of this Section, that such Paying Agent will:

  • Money for Certificate Payments to Be Held in Trust All moneys deposited with any Paying Agent for the purpose of any payment on Certificates shall be deposited and held in trust for the benefit of the Certificateholders entitled to such payment, subject to the provisions of this Section. Moneys so deposited and held in trust shall constitute a separate trust fund for the benefit of the Certificateholders with respect to which such money was deposited. The Trustee may at any time, for the purpose of obtaining the satisfaction and discharge of this Agreement or for any other purpose, direct any Paying Agent to pay to the Trustee all sums held in trust by such Paying Agent, such sums to be held by the Trustee upon the same trusts as those upon which such sums were held by such Paying Agent; and, upon such payment by any Paying Agent to the Trustee, such Paying Agent shall be released from all further liability with respect to such money.

  • SERVICES TO BE RENDERED 2.1 Either party by giving the other party notice may reserve for periods of not less than one (1) or more than twelve (12) months, such electric power (hereincalled "Limited Term Power (Firm)") as the other party may be willing to make available as Limited Term Power (Firm). The party asked to supply Limited Term Power (Firm) shall be the sole judge as to the amounts and periods that it has electric power available that may be reserved by the other party as Limited Term Power (Firm).

  • Reports to Be Prepared by the Servicer Section 8.01 The Servicer's Reporting Requirements.

  • Documents to Be Given to Trustee The Trustee, subject to the provisions of Sections 6.1 and 6.2, shall be entitled to receive an Officers' Certificate and an Opinion of Counsel as conclusive evidence that any supplemental indenture executed pursuant to this Article Eight complies with the applicable provisions of this Indenture and that all conditions precedent to the execution and delivery of such supplemental indenture have been satisfied.

  • SERVICES TO BE RENDERED BY SUB-ADVISER TO THE FUND (a) Subject to the direction and control of the Board of Trustees (the "Trustees") of the Trust, the Sub-Adviser, at its expense, will furnish continuously an investment program for the Fund which shall at all times meet the diversification requirements of Section 817(h) of the Internal Revenue Code of 1986 (the "Code"). The Sub-Adviser will make investment decisions on behalf of the Fund and place all orders for the purchase and sale of portfolio securities. The Sub-Adviser will be an independent contractor and will not have authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent of the Trust or Adviser except as expressly authorized in this Agreement or another writing by the Trust, Adviser and the Sub-Adviser.

Time is Money Join Law Insider Premium to draft better contracts faster.