Acquisition Assets definition

Acquisition Assets. With respect to an Acquisition, the aggregate net assets as of the effective date of such Acquisition of all Acquired Funds.
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Acquisition Assets means all of the property and assets (tangible and intangible) proposed to be purchased by the Buyer pursuant to the Acquisition Agreement.
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Acquisition Assets has the meaning set forth in Section 2.1.
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Examples of Acquisition Assets in a sentence

  • Possession of all the Acquisition Assets, free of the possession of all third parties.

  • Purchaser shall be liable for the preparation and filing of all other Tax Returns that relate to the Acquisition Assets or the Business.

  • No condemnation proceedings shall have been initiated or threatened with respect to any of the Acquisition Assets.

  • No extension of time is in effect with respect to the date on which any Tax Return is to be filed by or with respect to the Business or the Acquisition Assets.

  • Any questions raised on the validated/QA/QC results shall be handled per the DWH-AR0017828 procedures in the Analytical Quality Assurance Plan and the issue and results shall be distributed to all parties.


More Definitions of Acquisition Assets

Acquisition Assets. As defined in Section 2.1.
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Acquisition Assets means the assets and other Property being sold by the Sellers and being acquired by the Borrower pursuant to the Purchase and Sale Agreement.
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Acquisition Assets shall continue to have the meaning set forth in Section 2.1 without giving effect to this Section 2.7.
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Acquisition Assets has the meaning given to it in the definition of “Permitted Acquisition”;
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Acquisition Assets all assets of the Loan Parties other than (a) assets of any Exempt CFC or any Subsidiary thereof, (b) assets included in the U.S. Borrowing Base or the Kildair Borrowing Base and (c) Excluded Assets (as defined in the U.S. Security Agreement or the Canadian Security Agreement, as applicable); provided that (i) subject to clause (ii) below, no such asset shall be an Acquisition Asset unless it is subject to a Perfected First Lien and is free and clear of all Liens other than Liens permitted hereunder and (ii) any asset that is acquired in an acquisition permitted by this Agreement and that would constitute an Acquisition Asset but for the fact that it is not subject to a Perfected First Lien shall be deemed to be an Acquisition Asset from the date of acquisition thereof, but shall cease to be an Acquisition Asset on the 60th day (or such longer time as may be agreed by the Administrative Agent) following the date of its acquisition unless on or prior to that day it has become, and then remains, subject to a Perfected First Lien and is free and clear of all Liens other than Liens permitted hereunder. “Acquisition Facility”: the Acquisition Facility Commitments and the extensions of credit thereunder. “Acquisition Facility Acquisition Extensions of Credit”: at any date, as to any Acquisition Facility Lender, that portion of the Acquisition Facility Extensions of Credit that are not Acquisition Facility Working Capital Extensions of Credit. “Acquisition Facility Acquisition Letter of Credit”: each Acquisition Facility Letter of Credit that is an Acquisition Facility Acquisition Extension of Credit. USActive 56005294.956005294.16- 2-
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Acquisition Assets all assets of the Loan Parties other than (a) assets of any Exempt CFC or any Subsidiary thereof, (b) assets included in the U.S. Borrowing Base or the Kildair Borrowing Base and (c) Excluded Assets (as defined in the U.S. Security Agreement or the Canadian Security Agreement, as applicable); provided that no such asset shall be an Acquisition Asset unless it is subject to a Perfected First Lien and is free and clear of all Liens other than Liens permitted hereunder. Notwithstanding anything to the contrary set forth in clause (a) above, (i) the Capital Stock of Kildair directly owned by a Loan Party that is a U.S. Person (other than voting Capital Stock in excess of 65% of the voting Capital Stock of Kildair) (“Pledged Kildair Stock”) shall constitute an Acquisition Asset prior to the ULC Conversion and (ii) the assets of each of Transit P.M. ULC and Wintergreen Transport Corporation ULC and the Capital Stock of each such entity shall be deemed not to be Acquisition Assets during the period prior to the Kildair Subsidiary Election.
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Acquisition Assets all assets of the Loan Parties (other than Exempt CFCs or any Subsidiaries thereof) other than (a) assets included in the Borrowing Base and (b) Excluded Assets (as defined in the Security Agreement); provided that no such asset shall be an Acquisition Asset unless it is subject to a Perfected First Lien and is free and clear of all Liens other than Liens permitted hereunder.
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