Dealer Assets definition

Dealer Assets has the meaning set forth in the Separation Agreement.
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Dealer Assets means, without duplication:
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Examples of Dealer Assets in a sentence

  • The Company shall have received the opinion of Willamette Management Associates as to the Net Appraised Value of the Third Party Dealer Assets, the fair market value of the Rights, and the fair market value of the Cygnet Preferred Stock and such opinion shall be in full force and effect.

  • Upon the terms and subject to the conditions contained herein, the Company shall, on the Closing Date, transfer (or cause to be transferred from one or more Company Transferor Subsidiaries) to Cygnet or one or more Cygnet Subsidiaries (as designated in writing by Cygnet) the Third Party Dealer Assets, including but not limited to the assets described in Schedule 4.1 hereof.

  • There shall not be any statute, rule or regulation that makes the transfer of the Third Party Dealer Assets contemplated hereby illegal or otherwise prohibited.

  • All persons providing services to CWA shall be employees or independent contractors under the supervision of Advisors, and shall not be employees of CWA with respect to such services.

  • Neither this Agreement nor any of the rights or obligations hereunder may be assigned by any party without the prior written consent of the other parties; except that Cygnet may assign its rights to receive the Third Party Dealer Assets to one or more Cygnet Subsidiaries and the Company may assign its rights to receive the consideration therefor to one or more Company Subsidiaries.

  • If the Company designates that all or a portion of the consideration for the Third Party Dealer Assets be paid to one or more Company Transferor Subsidiaries, the Company shall designate in writing to Cygnet on or before the Closing Date the amount and medium of consideration payable by Cygnet to each such Company Transferor Subsidiary.

  • There shall not be any statute, rule or regulation that makes the purchase and sale of the Third Party Dealer Assets contemplated hereby illegal or otherwise prohibited.

  • Following the date of this Agreement, the Company shall not sell, transfer, or otherwise dispose of any of the Third Party Dealer Assets outside the ordinary course of business of the Third Party Dealer Business without furnishing written notice thereof to Cygnet.

  • The Company shall have executed and delivered each of documents described in this Article Four so as to effect the transfer and assignment to Cygnet (and the Cygnet Subsidiaries to the extent applicable) of all right, title and interest in and to the Third Party Dealer Assets.

  • Further, the Company and Cygnet shall cooperate in connection with satisfaction of all reporting requirements associated with the transfer of the Third Party Dealer Assets and the assumption of the Third Party Dealer Liabilities, whether pursuant to Code Section 1060, Code Section 351, or otherwise.

Related to Dealer Assets

  • Dealer Recourse means, with respect to a Receivable, all recourse rights against the Dealer which originated the Receivable, and any successor to such Dealer.

  • Customer Assets means the Customer’s infrastructure, data, software, materials, assets, equipment or other property owned by and/or licensed or leased to the Customer and which is or may be used in connection with the provision of the Goods and/or Services;

  • 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:

  • Supplier Assets means all assets and rights used by the Supplier to provide the Goods and/or Services in accordance with this Call Off Contract but excluding the Customer Assets;

  • Dealer Agreement means an agreement between the Seller and a Dealer, entered into by the Seller in the ordinary course of its business, providing for the sale of Receivables by the Dealer to the Seller.