Asset Co Assets definition

Asset Co Assets means all of the Group’s interests in Harbour Energy, Jamalco, Noble Plantations and the Vessels.
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Asset Co Assets means those assets of the Group or (following the Restructuring Effective Date) New Noble Group as agreed between the Ad Hoc Group and the Company which comprise the Group’s (or following the Restructuring Effective Date, the New Noble Group’s) legal title to and/or the full economic benefits of Harbour Energy, Jamalco, Noble Plantations and the Vessels.
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Examples of Asset Co Assets in a sentence

  • It is intended that the Company should implement the Business Separation in a tax efficient manner and that following the implementation of the Business Separation, there should be an effective ring-fencing of the Asset Co Assets within the Asset Co Group.

  • It is contemplated that, from the Restructuring Effective Date, Trading Co or its affiliates will provide certain services to Asset Co (or the entities that hold the legal title to the Asset Co Assets) with respect to the Asset Co Assets.

  • Other than with respect to any fees which it is agreed between the Company and the Ad Hoc Group prior to the Restructuring Effective Date should be paid by Asset Co to Trading Co, Trading Co will not have any economic interest in the Asset Co Assets.

  • This table below (the “Commercial Terms Table”) sets out the current status of certain of the key commercial terms and conditions upon which it is proposed Trading Co will provide certain services from the Restructuring Effective Date to Asset Co and its subsidiaries with respect to the Asset Co Assets.

  • The Asset Co Assets, except for Harbour, act as security for the bonds and preference shares issued by the Company as part of the Scheme.

  • Those intercreditor arrangements may have an impact on and may, to some extent vary, the intercreditor principles set out in the Intercreditor Principles Term Sheet and may afford the Trading Co Group priority with respect to the proceeds of enforcement of security over certain Asset Co Assets.

  • It is intended that the Company should implement the Business Separation in a tax efficient manner and that following the implementation of the Business Separation, there should be an effective ring- fencing of the Asset Co Assets for the benefit of the Asset Co Group.

  • It is intended that all Asset Co Assets, including any rights that any member of the Asset Co Group has against any member of the Trading Co Group shall be subject to security granted by the Asset Co Group in connection with the New Asset Co Bonds.

  • Other than with respect to any fees for services and amounts owing under working capital facilities provided by the Trading Co Group to the Asset Co Group which it is agreed between the Company and the Ad Hoc Group prior to the Restructuring Effective Date should be paid by the Asset Co Group to the Trading Co Group, the Trading Co Group will have no economic interest in the Asset Co Assets.

  • ASSET CO ASSETS Terms used but not defined in this Schedule 1 (Asset Co Assets) are as defined in the Business Separation Documents.

Related to Asset Co Assets

  • Current Asset Collateral means all the “ABL Priority Collateral” as defined in the ABL Intercreditor Agreement.

  • Excluded Assets has the meaning set forth in Section 2.02.

  • Foreign Asset Sale shall have the meaning provided in Section 5.2(i).

  • Foreign Assets means any of the Portfolios’ investments (including foreign currencies) for which the primary market is outside the United States and such cash and cash equivalents as are reasonably necessary to effect the Portfolios’ transactions in such investments.

  • SpinCo Assets shall have the meaning set forth in Section 2.2(a).

  • Portfolio Assets means all Loan Assets owned by the Borrower, together with all proceeds thereof and other assets or property related thereto, including all right, title and interest of the Borrower in and to:

  • Foreign Asset Control Regulations has the meaning set forth in Section 10.18.

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

  • Foreign Assets Control Regulations has the meaning set forth in Section 10.18.

  • IP Assets means all Intellectual Property owned or used by or purported to be owned or used by the Group Companies.

  • Qualified Assets means any of the following assets: (i) interests, rights, options, warrants or convertible or exchangeable securities of the Partnership; (ii) Debt issued by the Partnership or any Subsidiary thereof in connection with the incurrence of Funding Debt; (iii) equity interests in Qualified REIT Subsidiaries and limited liability companies (or other entities disregarded from their sole owner for U.S. federal income tax purposes, including wholly owned grantor trusts) whose assets consist solely of Qualified Assets; (iv) up to a one percent (1%) equity interest in any partnership or limited liability company at least ninety-nine percent (99%) of the equity of which is owned, directly or indirectly, by the Partnership; (v) cash held for payment of administrative expenses or pending distribution to security holders of the General Partner or any wholly owned Subsidiary thereof or pending contribution to the Partnership; and (vi) other tangible and intangible assets that, taken as a whole, are de minimis in relation to the net assets of the Partnership and its Subsidiaries.

  • Acquisition Assets With respect to an Acquisition, the aggregate net assets as of the effective date of such Acquisition of all Acquired Funds.

  • 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;

  • 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.

  • Designated Assets means any property or assets (including Capital Stock of any Subsidiary) of Holdings, the Restricted Parent, the Issuer and their respective Restricted Subsidiaries constituting a business, a line or unit of a business or used in operating a business substantially as an entirety.

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

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

  • Excluded Asset means any asset of any Grantor excluded from the security interest hereunder by virtue of Section 2.2 hereof but only to the extent, and for so long as, so excluded thereunder.

  • Specified Assets the following property and assets of such Grantor:

  • Excluded Equity Interests means, collectively: (i) any Equity Interests in any Subsidiary with respect to which the grant to the Collateral Agent, for the benefit of Lenders and the other Secured Parties, of a security interest in and Lien upon, and the pledge to the Collateral Agent, for the benefit of Lenders and the other Secured Parties, of, such Equity Interests, to secure the Obligations (and any guaranty thereof) are validly prohibited by Requirements of Law; (ii) any Equity Interests in any Subsidiary with respect to which the grant to the Collateral Agent, for the benefit of Lenders and the other Secured Parties, of a security interest in and Lien upon, and the pledge to the Collateral Agent, for the benefit of Lenders and the other Secured Parties, of, such Equity Interests, to secure the Obligations (and any guaranty thereof) require the consent, approval or waiver of any Governmental Authority or other third party and such consent, approval or waiver has not been obtained by Borrower following Borrower’s commercially reasonable efforts to obtain the same; (iii) any Equity Interests in any Subsidiary that is a non-Wholly-Owned Subsidiary that the grant to the Collateral Agent, for the benefit of Lenders and the other Secured Parties, of a security interest in and Lien upon, and the pledge to the Collateral Agent, for the benefit of Lenders and the other Secured Parties, of, such Equity Interests, to secure the Obligations (and any guaranty thereof) are validly prohibited by, or would give any third party (other than Borrower or an Affiliate of Borrower) the right to terminate its obligations under, the Operating Documents or the joint venture agreement or shareholder agreement with respect to, or any other contract with such third party relating to such non-Wholly-Owned Subsidiary, including any contract evidencing Indebtedness of such non-Wholly-Owned Subsidiary (other than customary non-assignment provisions which are ineffective under Article 9 of the Code or other Requirements of Law), but only, in each case, to the extent, and for so long as such Operating Document, joint venture agreement, shareholder agreement or other contract is in effect; (iv) any Equity Interests in any other Subsidiary with respect to which, Borrower and the Collateral Agent reasonably determine by mutual agreement that the cost (including Tax costs) of granting the Collateral Agent, for the benefit of Lenders and the other Secured Parties, a security interest in and Lien upon, and pledging to the Collateral Agent, for the benefit of Lenders and the other Secured Parties, such Equity Interests, to secure the Obligations (and any guaranty thereof) are excessive, relative to the value to be afforded to the Secured Parties thereby.

  • Sale Assets is defined in Section 5.2(a)(ii).

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

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

  • Excluded Properties the collective reference to the fee or leasehold interest in real properties owned by the Parent Borrower or any of its Subsidiaries not described in Schedule 5.8.

  • Related Business Assets means assets (other than cash or Cash Equivalents) used or useful in a Similar Business; provided that any assets received by the Issuer or a Restricted Subsidiary in exchange for assets transferred by the Issuer or a Restricted Subsidiary shall not be deemed to be Related Business Assets if they consist of securities of a Person, unless upon receipt of the securities of such Person, such Person would become a Restricted Subsidiary.

  • Assets and Properties of any Person means all assets and properties of every kind, nature, character and description (whether real, personal or mixed, whether tangible or intangible, whether absolute, accrued, contingent, fixed or otherwise and wherever situated), including the goodwill related thereto, operated, owned, licensed or leased by such Person, including cash, cash equivalents, Investment Assets, accounts and notes receivable, chattel paper, documents, instruments, general intangibles, real estate, equipment, inventory, goods and Intellectual Property.