Covered Assets and Persons definition

Covered Assets and Persons means the Business and the assets (including the Transferred Assets), tangible or intangible property, Liabilities, ownership, activities, businesses, operations, current and former shareholders, and current and former directors, officers, employees and agents of the Seller Parties to the extent related to the Business, the Transferred Assets or the Assumed Liabilities.
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Covered Assets and Persons has the meaning set forth in Section 5.18(a).
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Covered Assets and Persons has the meaning set forth in Section 5.20(a). “Cure Cost” has the meaning set forth in Section 2.1.7(b) of the Sellers Disclosure Schedule.
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Examples of Covered Assets and Persons in a sentence

  • Any such proceeds received or pending claims relating to the Covered Assets and Persons prior to the Closing shall be excluded from the calculation of the Closing Working Capital.


More Definitions of Covered Assets and Persons

Covered Assets and Persons has the meaning set forth in Section 5.21. “Cross-Border Protocol” means that certain Cross-Border Insolvency Protocol approved by the U.S. Bankruptcy Court’s Order Pursuant to 11 U.S.C. §§ 105(a) Approving Cross-Border Court-to-Court Protocol, dated January 15, 2009, and the Canadian Court in an order, dated January 14, 2009, as the same may be amended from time to time.
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Covered Assets and Persons means the Business (excluding the EMEA Business) and the assets (including the Assets), tangible or intangible property, Liabilities, ownership, activities, businesses, operations, current and former shareholders, and current and former directors, officers, employees and agents of, the Business (excluding the EMEA Business).
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Covered Assets and Persons has the meaning set forth in Section 6.14.
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Related to Covered Assets and Persons

  • Assumed Liabilities has the meaning set forth in Section 2.3.

  • 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.

  • Baggage and Personal Effects means luggage, personal possessions and travel documents taken by You on Your Trip.

  • Licenses and Permits means, collectively, all of Seller’s right, title and interest, to the extent assignable, in and to licenses, permits, certificates of occupancy, approvals, dedications, subdivision maps and entitlements now or hereafter issued, approved or granted by the Authorities in connection with the Real Property and the Improvements, together with all renewals and modifications thereof.

  • Excluded Perfection Assets means, collectively:

  • Acquired Companies means, collectively, the Company and the Company Subsidiaries.

  • 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;

  • Transferred Assets means the assets, rights and properties of the Sellers that the Purchasers shall acquire as of the Closing.

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

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

  • Seller Subsidiaries means the subsidiary partnerships of the McNeil Partnerships listed on Annex G to this Agreement (the "Subsidiary Partnerships") and the subsidiary corporations listed on Annex F to this Agreement (the "Subsidiary Corporations") which hold GP Interests in certain of the Subsidiary Partnerships.

  • Excluded Liabilities has the meaning set forth in Section 2.4.

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

  • Seller Liens shall have the meaning set forth in Section 4.3.

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

  • Seller Plans has the meaning set forth in Section 3.13(a).

  • LICENCE AND PERMITS means any and all of the following which must be valid and updated periodically by the Transport Supplier to the satisfaction of the Company:-

  • Secured Assets means (insert description of assets in respect of which charge/mortgage may be created) offered as security by the Client;

  • Seller Affiliates has the meaning assigned to such term in Section 2.7.1;

  • Acquired Subsidiaries means Subsidiaries of the Failed Bank acquired pursuant to Section 3.1.

  • Assumed Leases has the meaning set forth in Section 2.6(b).

  • Transferred Liabilities has the meaning set forth in Section 2.02(a).

  • Target Companies means the Company and its Subsidiaries.

  • 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.

  • Assumed Agreements shall have the meaning as set forth in Section 2.2.

  • Transferred Subsidiaries shall have the meaning set forth in the Recitals.