Direct Sale Assets definition

Direct Sale Assets shall have the meaning ascribed to it in the Separation Agreement.
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Direct Sale Assets means the Tiger Assets listed or described on Schedule 2.01(a).
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Direct Sale Assets has the meaning specified in Section 8.15(b)(i).
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Examples of Direct Sale Assets in a sentence

  • Any liability for (A) Taxes imposed or assessed on or in respect of the Direct Sale Assets or Direct Sale Liabilities for a Pre-Distribution Period and (B) Taxes of any Direct Sale Transferred Subsidiary for a Pre-Distribution Period (in each case, other than Transfer Taxes, the allocation of which shall be governed by Section 4(b)(i)) shall be allocated to the Company.

  • The purchase price for the Direct Sale Assets to be purchased hereunder is $2.9 billion (the “Direct Sale Purchase Price”).

  • The purchase price for the Direct Sale Assets to be purchased hereunder is $2.9 billion (the “ Direct Sale Purchase Price ”).

  • The Company, Parent and SpinCo agree that the Direct Sale is intended to be treated as described in the definition of “Intended Tax Treatment.” (b) Within 90 days after the closing of the Direct Sale, the Company shall deliver to Parent a statement (the “Direct Sale Allocation Statement”) allocating the Direct Sale Consideration among the Direct Sale Assets in accordance with Section 1060 of the Code and any comparable statutes in any other applicable jurisdiction.

  • Thereafter, if 100% of the DST Interests issued by an Owned DST to a Depositor are still not fully redeemed by such Owned DST prior to that date which is thirteen (13) months following the applicable Core Asset Closing Date, BorrowerBorrowers shall, and shall cause the Signatory Trustee/Manager of the applicable Owned DST, to begin marketing the applicable Direct Sale Assets in accordance with the approved marketing plan until the applicable Direct Sale Assets are sold.

Related to Direct Sale Assets

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

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

  • 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.

  • 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;

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

  • Retained Asset Sale Proceeds shall have the meaning provided in Section 10.4.

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

  • 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.

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

  • 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.

  • 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.

  • 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;

  • Wholesale acquisition cost means the same as that term is defined in 42 U.S.C. Sec. 1395w-3a.

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

  • Contract Assets has the meaning assigned in Section 2.01 of the Transfer and Sale Agreement.

  • Investment Assets means all debentures, notes and other evidences of Indebtedness, stocks, securities (including rights to purchase and securities convertible into or exchangeable for other securities), interests in joint ventures and general and limited partnerships, mortgage loans and other investment or portfolio assets owned of record or beneficially by the Company.

  • At-home recovery visit means the period of a visit required to provide at home recovery care, without limit on the duration of the visit, except each consecutive four (4) hours in a twenty-four-hour period of services provided by a care provider is one visit.

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

  • Replacement Assets means (1) tangible non-current assets that will be used or useful in a Permitted Business or (2) substantially all the assets of a Permitted Business or a majority of the Voting Stock of any Person engaged in a Permitted Business that will become on the date of acquisition thereof a Restricted Subsidiary.

  • Receivables Related Assets means accounts receivable, instruments, chattel paper, obligations, general intangibles and other similar assets, in each case relating to receivables subject to the Permitted Receivables Facility, including interests in merchandise or goods, the sale or lease of which gave rise to such receivables, related contractual rights, guaranties, insurance proceeds, collections and proceeds of all of the foregoing.

  • Receivables and Related Assets means (a) accounts receivable, instruments, chattel paper, obligations, general intangibles, equipment and other similar assets, including interests in merchandise or goods, the sale or Lease of which gives rise to the foregoing, related contractual rights, guarantees, insurance proceeds, collections and other related assets, (b) equipment, (c) inventory and (d) proceeds of all of the foregoing.

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

  • Permitted Receivables Related Assets means any other assets that are customarily transferred or in respect of which security interests are customarily granted in connection with asset securitization transactions involving receivables similar to Receivables and any collections or proceeds of any of the foregoing.

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

  • 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:

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