Acquired Owned Real Property definition

Acquired Owned Real Property shall have the meaning set forth in Section 1.1(e).
Acquired Owned Real Property means all of the real property owned in fee by Sellers, and any part or parcel thereof, including the real property set forth on Schedule 2.1(a), but excluding the Excluded Owned Real Property.
Acquired Owned Real Property means the Owned Real Property other than the Excluded Owned Real Property, if any.

Examples of Acquired Owned Real Property in a sentence

  • The Acquired Owned Real Property is not subject to any lease, license, sublease or sublicense except as disclosed on Schedule 5.7(a).

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  • To the extent available, true and complete copies of the most recent certificate of occupancy for each plant or building included on each Acquired Owned Real Property has been delivered or made available to Purchaser.

  • Schedule 1.1(a) sets forth a true and complete list of all Acquired Owned Real Property.

  • The date on which the Closing actually occurs is referred to herein as the “Closing Date.” In anticipation of and following the Closing Date, Sellers and Purchaser shall make all commercially reasonable efforts to accomplish the recording of all documents and instruments necessary to transfer title to the Acquired Owned Real Property within fourteen (14) days of Closing.

  • Any installments of special or other assessments affecting the Acquired Owned Real Property which are due and payable for the period prior to the Closing Date shall be paid by Sellers at Closing, and any installments of special or other assessments affecting the Acquired Owned Real Property which are due and payable for the period subsequent to the Closing Date shall be paid by Purchaser.

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  • To the extent available, true, correct and complete copies of all title insurance policies, together with all applicable exception documents, abstracts of title and other evidence of title with respect to the Acquired Owned Real Property and surveys of each parcel of land included in the Real Property, have been delivered or made available to Purchaser.

  • With respect to the Acquired Owned Real Property, except as set forth on Schedule 3.4(a), none of the Sellers has currently leased or otherwise granted to any Person the right to use or occupy such Acquired Owned Real Property or any portion thereof.

  • Sellers shall maintain the Acquired Owned Real Property and the Leased Facilities, including all of the improvements thereon, in substantially the same condition as exists on the Effective Date, ordinary wear and tear, casualty and condemnation excepted, and shall not demolish or remove any of the existing improvements, or erect new improvements on the Acquired Owned Real Property or the Leased Facilities or any portion thereof, without the prior written consent of Purchaser.


More Definitions of Acquired Owned Real Property

Acquired Owned Real Property has the meaning set forth in Section 2.01(b)(vii). “Acquired Real Property” has the meaning set forth in Section 2.01(b)(vii).
Acquired Owned Real Property has the meaning set forth in Section 2.1(d). “Adjusted Purchase Price” has the meaning set forth in Section 3.2(c).
Acquired Owned Real Property has the meaning set forth in Section 2.1(a)(v). "Acquisition Proposal" means a proposal (other than by Purchasers or their Affiliates) relating to any sale, transfer or other disposition of all or any substantial portion of the Business or the consolidated assets of the Company Group to one or more Persons (other than Purchasers or their Affiliates), whether proposed to be effected pursuant to a merger, consolidation, share exchange, amalgamation, foreclosure, compromise, sale, issuance, transfer or redemption of any assets or securities of any member of the Company Group or any successor thereto, or any similar transaction or business combination, including by means of any plan of reorganization, whether or not proposed or advanced by any Seller.
Acquired Owned Real Property means any real property (including all land, together with all buildings, structures, improvements, fixtures or appurtenances located thereon) and all easements and other rights and interests in real property owned by Sellers or any of their respective Affiliates.
Acquired Owned Real Property shall have the meaning set forth in Section 3.1(n)(i). “Acquired Permits” shall have the meaning set forth in Section 3.1(k). “Acquired Real Property” shall have the meaning set forth in Section 3.1(n)(i). “Acquired Registered IP” shall have the meaning set forth in Section 3.1(r)(i). “Acquired Shares” shall have the meaning set forth in Section 1.1. “Acquisition Transaction” shall have the meaning set forth in Section 5.8. “Affiliate” shall mean, with respect to any specified Person, any other Person that owns or controls, is owned or controlled by or is under common ownership or control with such specified Person. For purposes of this definition, “control” means the ability to direct the operation or management of a Person, whether by Contract, ownership of securities, status as director, officer or other position therein, or otherwise. For the avoidance of doubt, the Acquired Company shall be considered an Affiliate of Vectron prior to the Closing, and shall be considered an Affiliate of Buyer following the Closing. “Affiliate Agreement” shall have the meaning set forth in Section 3.1(s). “Agreement” shall have the meaning set forth in the preamble of this Agreement. “Anti-Corruption Laws” shall mean, collectively, any applicable Law relating to corruption, bribery or similar actions of government officials or any other persons, as well as sanctions and export controls, including the U.S. Foreign Corrupt Practices Act of 1977, USA Patriot Act, the Export Administration Act, the Export Administration Regulations, the Arms Export Control Act, the International Traffic in Arms Regulations, the International Emergency Economic Powers Act, the Trading with the Enemy Act, Section 999 of the Internal Revenue Code, customs laws and any rules and regulations issued under any of the foregoing and all trade regulations administered and enforced by the United States Department of the Treasury, Office of Foreign Assets Control, the Department of Commerce, Bureau of Industry & Security and Office of Antiboycott Compliance, the Department of State, Directorate of Defense Trade Controls and other bureaus and offices within the Department responsible for implementation of
Acquired Owned Real Property means the Real Property (a) commonly known as (i) 00 Xxxx Xxxx, Xxxxxxxxx, Xxxxxxxxxxx and (ii) 000 Xxxxxxxxxx Xxxx, Xxxxxxxxx, Xxxxxxxxxxx and (b) more specifically described on Exhibit A-1.

Related to Acquired Owned Real Property

  • Company Owned Real Property shall have the meaning set forth in Section 3.12(a).

  • Owned Real Property has the meaning set forth in Section 4.10(a).

  • Owned Real Properties has the meaning set forth in Section 3.16(b).

  • Excluded Real Property means (a) any fee-owned real property with a purchase price (in the case of real property acquired after the Effective Date) or Fair Market Value (in the case of real property owned as of the Effective Date, with Fair Market Value determined as of the Effective Date) of less than $3,500,000 individually, (b) any real property that is subject to a Lien permitted by Sections 6.02(iv), (xix), (xxii), (xxiii), (xxviii) or (xxxi), (c) any real property with respect to which, in the reasonable judgment of the Term Administrative Agent (confirmed by notice to the Borrower) the cost (including as a result of adverse tax consequences) of providing a Mortgage shall be excessive in view of the benefits to be obtained by the Lenders, (d) any real property to the extent providing a mortgage on such real property would (i) be prohibited or limited by any applicable law, rule or regulation (but only so long as such prohibition or limitation is in effect), (ii) violate a contractual obligation to the owners of such real property (other than any such owners that are the Borrower or Affiliates of the Borrower) that is binding on or relating to such real property (other than customary non-assignment provisions which are ineffective under the Uniform Commercial Code) but only to the extent such contractual obligation was not incurred in anticipation of this provision or (iii) give any other party (other than the Borrower or a wholly-owned Restricted Subsidiary of the Borrower) to any contract, agreement, instrument or indenture governing such real property the right to terminate its obligations thereunder (other than customary non-assignment provisions which are ineffective under the Uniform Commercial Code or other applicable law) and (e) any Leasehold.

  • Transferred Real Property shall have the meaning set forth in Section 1.2(a)(vii).

  • Owned Real Estate means all land, together with all buildings, structures, fixtures, and improvements located thereon and all easements, rights of way, and appurtenances relating thereto, owned by the Company or any of its Subsidiaries.

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

  • Owned Property has the meaning set forth in Section 4.10(a).

  • Permitted Real Property Encumbrances means (i) those liens, encumbrances and other matters affecting title to any Mortgaged Property listed in the applicable title policy in respect thereof (or any update thereto) and found, on the date of delivery of such title policy to the Administrative Agent in accordance with the terms hereof, reasonably acceptable by the Administrative Agent, (ii) as to any particular real property at any time, such easements, encroachments, covenants, restrictions, rights of way, minor defects, irregularities or encumbrances on title which do not, in the reasonable opinion of the Administrative Agent, materially impair such real property for the purpose for which it is held by the mortgagor or owner, as the case may be, thereof, or the Lien held by the Administrative Agent, (iii) municipal and zoning laws, regulations, codes and ordinances, which are not violated in any material respect by the existing improvements and the present use made by the mortgagor or owner, as the case may be, of such real property, (iv) general real estate taxes and assessments not yet delinquent, and (v) such other items as the Administrative Agent may consent to.

  • Company Real Property means the Company Owned Real Property and the Company Leased Real Property.

  • Material Owned Real Property means any Mine or other real property, in each case, owned or acquired in fee by any Loan Party having a fair market value in excess of $1,000,000.

  • Unimproved Real Property means Property in which the Company has an equity interest that was not acquired for the purpose of producing rental or other operating income, that has no development or construction in process and for which no development or construction is planned, in good faith, to commence within one (1) year.

  • Owned Properties has the meaning set forth in Section 3.16.

  • Company Leased Real Property shall have the meaning set forth in Section 3.15(b).

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

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

  • Real Property means any estates or interests in real property now owned or hereafter acquired by any Grantor and the improvements thereto.

  • Excluded Personal Property has the meaning set forth in Section 2.2(c).

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

  • After-Acquired Intellectual Property has the meaning assigned to such term in Section 4.02(d).

  • Eligible Real Property means the real property listed on Schedule 1.01(a) owned by a Loan Party (i) that is located in the United States of America and is acceptable to the Agent in its Permitted Discretion for inclusion in the Borrowing Base, (ii) in respect of which an appraisal report has been delivered to the Agent in form, scope and substance satisfactory to the Agent in its Permitted Discretion, (iii) in respect of which the Agent is satisfied that all actions necessary or desirable in order to create perfected first priority Lien on such real property have been taken, including the presentation or delivery of the Mortgage to a title insurance company for recording, provided that the title insurance company has issued its title insurance policy to the Agent pursuant to clause (v) below in a New York style closing, (iv) in respect of which a Phase I environmental review report has been completed and delivered to the Agent in form and substance satisfactory to the Agent in its Permitted Discretion and which does not indicate any pending, threatened or existing Environmental Liability, or non compliance with any Environmental Law (except to the extent that Reserves for any such Environmental Liability deemed adequate by the Agent in its Permitted Discretion exist), (v) which is adequately protected by fully-paid valid title insurance with endorsements and in amounts acceptable to the Agent, insuring that the Agent, for the benefit of the Lenders, has a perfected first priority Lien on such real property, evidence of which shall have been provided in form and substance satisfactory to the Agent in its Permitted Discretion, and (vi) if required by the Agent: (A) an ALTA survey reasonably acceptable to the Agent and the title insurance company has been delivered for which all necessary fees have been paid and which is dated no more than 90 days prior to the date on which the applicable Mortgage is executed and delivered to a title insurance company for recording, certified to Agent and the issuer of the title insurance policy in a manner satisfactory to the Agent in its Permitted Discretion by a land surveyor duly registered and licensed in the state in which such Eligible Real Property is located and acceptable to the Agent in its Permitted Discretion; (B) in respect of which local counsel in states in which the Eligible Real Property is located have delivered a letter of opinion with respect to the enforceability and perfection of the Mortgages and any related fixture filings in form and substance satisfactory to the Agent in its Permitted Discretion; and (C) in respect of which such Loan Party shall have used its reasonable best efforts to obtain estoppel certificates executed by all tenants of such Eligible Real Property and such other consents, agreements and confirmations of lessors and third parties have been delivered as the Agent may deem necessary or desirable in its Permitted Discretion, together with evidence that all other actions that the Agent may deem necessary or desirable in order to create perfected first priority Liens on the property described in the Mortgages have been taken.

  • 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.

  • Estate in Real Property A fee simple estate in a parcel of land.

  • Acquired Entities means the Company and the Acquired Subsidiaries.

  • Mortgaged Real Property means each of the parcels of real property set forth on Schedule 4 hereto, or interests therein, owned in fee by a Credit Party, together with each other parcel of Real Property that shall become subject to a Mortgage after the Closing Date, in each case together with all of such Credit Party’s right, title and interest in the improvements and buildings thereon and all appurtenances, easements or other rights belonging thereto.

  • Real Property Interests means all interests in Owned Real Property and Leased Real Property, including fee estates, leaseholds and subleaseholds, purchase options, easements, licenses, rights to access, and rights of way, and all buildings and other improvements thereon and appurtenant thereto, owned or held by Sellers that are used in the business or operations of the Stations, together with any additions, substitutions and replacements thereof and thereto between the date of this Agreement and the Closing Date, but excluding the Excluded Real Property Interests.