ADS Assets definition

ADS Assets means all assets, of whatever sort, nature or description, of ADS or any of its Subsidiaries (including any member of the Loyalty Ventures Group) other than the Loyalty Ventures Assets, including, for the avoidance of doubt, the assets set forth on Schedule 1.01(a), provided that, notwithstanding the foregoing, the ADS Assets shall not include any Tax assets, which shall be governed by the Tax Matters Agreement.
ADS Assets means all assets, of whatever sort, nature or description, of ADS or any of its Subsidiaries (including any member of the Loyalty Ventures Group) other than the Loyalty Ventures Assets, including, for the avoidance of
ADS Assets means all assets, of whatever sort, nature or description, of ADS or any of its Subsidiaries (including any member of the Loyalty Ventures Group) other than the Loyalty Ventures Assets, including, for the avoidance of doubt, the assets set forth on S chedule 1.01(a), provided that, notwithstanding the foregoing, the ADS Assets shall not include any Tax assets, which shall be governed by the Tax Matters Agreement.

Examples of ADS Assets in a sentence

  • Schedule 3.10(b)(2) sets forth a complete list of all ADS Permits that are material to the ADS Business (in respect of the ADS Assets and the ADS Companies) , the ADS Assets, and the ADS Companies, taken as a whole (including such ADS Permits issued pursuant to, or in respect of, any Environmental Law).

  • Set forth on Schedule 3.17 are all of the outstanding performance bonds, letters of credit and other financial assurances provided by or on behalf of the ADS Sellers or the ADS Companies with respect to the ADS Assets or the ADS Business.

  • Schedule 3.18 sets forth a list of all material policies or binders of property, general liability, workmen’s compensation, automobile liability and pollution legal liability insurance held by or on behalf of any of the ADS Sellers or the ADS Companies in connection with the conduct of the ADS Assets or the ADS Business (the “ADS Company Policies”).

  • None of the ADS Companies (and, in respect of the ADS Assets, none of the ADS Sellers or their Affiliates have) waived or extended any limitations period relating to material Taxes or material Tax Returns.

  • Except as would not reasonably be expected to be material to the ADS Business, the tangible assets and property of the ADS Companies and those included in the ADS Assets are in good condition, ordinary wear and tear excepted.

  • For the avoidance of doubt, the representations and warranties made by the ADS Parent are being made on behalf of the ADS Sellers and are solely in relation to the ADS Assets, the ADS Assumed Liabilities, the ADS Companies, the ADS Business and the transactions contemplated by this Agreement, and do not relate or purport to cover any other assets, businesses or operations of any ADS Seller.


More Definitions of ADS Assets

ADS Assets has the meaning specified in Section 1.3(a).

Related to ADS Assets

  • Business Assets means all tangible and intangible property and assets owned (either directly or indirectly), leased, licensed, loaned, operated or used, including all real property, fixed assets, facilities, equipment, inventories and accounts receivable, by the Corporation and the Subsidiaries in connection with the Business;

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