DBJV Assets definition

DBJV Assets has the meaning set forth in the Recitals.
Sample 1Sample 2Sample 3
DBJV Assets means the DBJV Gas Gathering System and the other assets owned, held, used or held for use by DBJV or in connection with the DBJV Gas Gathering System, which other assets are more specifically described on Exhibit A.
Sample 1Sample 2

Examples of DBJV Assets in a sentence

  • The Seller expects that more than 90% of the gross income of the business that is to be conducted by DBJV, the Tax Partnership and the DBJV Assets in 2015 will be such qualifying income, provided that no significant change occurs after the Closing Date with respect to the methods by which the DBJV Assets generate revenue.

  • The XXX Parties and their advisors (if any) are experienced and knowledgeable in the oil and gas business and aware of the risks of that business and have specific and extensive knowledge of the DBJV COOA and the DBJV Assets by virtue of the operatorship of DBJV.

  • At the Closing, WMGS will have and convey good and valid title to the DBJV Interest (including the interest in the DBJV Assets thereunder), free and clear of any Encumbrances, other than any restrictions under federal and state securities Laws and the terms and condition of the DBJV COOA.

  • No action has been taken, or is contemplated, by the Seller or DBJV that is expected to result in a significant change in the methods by which the DBJV Assets generate revenue.

  • Except as set forth on Schedule 4.8, the DBJV Assets, the DBJV Interest and DBJV are, and the ownership and operation of DBJV, the DBJV Interest and the DBJV Assets are, in compliance with the provisions and requirements of all Laws of all Governmental Entities having jurisdiction with respect to DBJV, the DBJV Interest or the DBJV Assets, or the ownership, operation, development, maintenance, or use of any thereof, except for such failures to so comply that would not have a Material Adverse Effect.

  • DBJV owns no Equity Interest in any Person, has no material assets other than the DBJV Assets described in Exhibit A, and has no material liabilities or obligations of any kind or character other than those set forth on Schedule 4.14, all of which arise out of its construction and/or ownership of the DBJV Assets or status as a party to the DBJV Contracts.

  • To the Knowledge of the Seller, all improvements to the real property owned or used in connection with the DBJV Assets do not encroach in any material respect on property of others (other than encroachments that would not materially impair the operations of such assets).

  • None of the DBJV Assets or the DBJV Interest is subject, in whole or in part, to any Preference Right or Transfer Requirement which may be applicable to the transactions contemplated by this Agreement, except as set forth on Schedule 4.4.

  • Except as specifically set forth in this Article 5, or in the agreements, instruments, documents and certificates to be delivered by the Xxxxxxxx Parties at Closing pursuant to this Agreement, the Xxxxxxxx Parties make no, and disclaim any, representation and warranty, express or implied, as to any matter whatsoever relating to the Xxxxxxxx Parties, the DBJV Interest, the DBJV Assets, the DBJV COOA or any other matter relating to the transactions contemplated by this Agreement.

  • In the 12 month period ended December 31, 2014, more than 90% of the gross income (as determined for federal income tax purposes) of the businesses conducted by DBJV, the Tax Partnership and the DBJV Assets was qualifying income, within the meaning of Section 7704(d) of the Code.

Related to DBJV Assets

  • Operating Assets means all merchandise inventories, furniture, fixtures and equipment (including all transportation and warehousing equipment but excluding office equipment and data processing equipment) owned or leased pursuant to Capital Leases by the Company or a Restricted Subsidiary.

  • Midstream Assets means (i) assets used primarily for gathering, transmission, storage, processing or treatment of natural gas, natural gas liquids or other hydrocarbons or carbon dioxide and (ii) equity interests of any Person that has no substantial assets other than assets referred to in clause (i).

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

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

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

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

  • Portfolio Assets means the portion of the net assets of the Fund managed by the Sub-Adviser pursuant to the following investment strategy as agreed to by the Adviser and the Sub-Adviser in a separately negotiated investment mandate: Emerging Markets (each a “Strategy”).

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

  • 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.

  • Subject Assets is defined in Section 2.2(c).

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

  • 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 or leased by such Person, including without limitation cash, cash equivalents, Investment Assets, accounts and notes receivable, chattel paper, documents, instruments, general intangibles, real estate, equipment, inventory, goods and Intellectual Property.

  • Related Assets Any assets held by a Trust the return of which is linked to one or more Underlying Securities and which, if applicable, shall be described in the related Supplement or a schedule thereto.

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

  • Program Assets means any assets, goods or property (real, tangible or intangible) purchased or financed in whole or in part (directly or indirectly) by MCC Funding.

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

  • 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;

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

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

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

  • Partnership Assets means all assets, whether tangible or intangible and whether real, personal or mixed (including, without limitation, all partnership capital and interest in other partnerships), at any time owned by any Pledgor or represented by any Partnership Interest.

  • Divestiture Assets means all of Defendants’ rights, titles, and interests in and to:

  • Parent Assets means all Assets of either Party or the members of its Group as of the Effective Time, other than the SpinCo Assets, it being understood that, notwithstanding anything herein to the contrary, the Parent Assets shall include:

  • Project Assets means all physical and other assets relating to (a) tangible assets such as civil works and equipment including foundations, embankments, pavements, road surface, interchanges, bridges, culverts, road over-bridges, drainage works, traffic signals, sign boards, kilometre-stones, [toll plaza(s)], electrical systems, communication systems, rest areas, relief centres, maintenance depots and administrative offices; and (b) Project Facilities situated on the Site;

  • Permitted Assets means any and all properties or assets that are used or useful in a Permitted Business (including Capital Stock in a Person that is a Restricted Subsidiary and Capital Stock in a Person whose primary business is a Permitted Business that shall become a Restricted Subsidiary immediately upon the acquisition of such Capital Stock by the Issuer or by a Restricted Subsidiary, but excluding any other securities).

  • Consolidated Assets means all assets which should be listed on the consolidated balance sheet of the Borrower and its Subsidiaries, as determined on a consolidated basis in accordance with GAAP.