Division Assets definition

Division Assets has the meaning set forth in Section 2(a).
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Division Assets all of the assets, property and interests of every type and description, real, personal or mixed, tangible and intangible, of Citizens and relating primarily to the Business as engaged in by Citizens through the Louisiana Gas Service (also known as LGS Gas) division of Citizens or the LGS Intrastate Company division of Citizens, other than the Excluded Assets.
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Division Assets has the meaning set forth in the preamble.
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Examples of Division Assets in a sentence

  • Except as set forth in Schedule 7(h), there are no outstanding judgments, orders, consents, agreements or decrees with, of or by any Governmental Entity against Parent or Seller relating to the Acquired Business or the Division Assets; a summary description of each of said judgments, orders, consents, agreements or decrees is included on Schedule 7(h).

  • From and after the Closing Date, (a) the Parent and the Seller will promptly forward to Enterprises and the Buyer all mail, including checks, which the Parent or the Seller may receive and which relate to the operation of the Acquired Business, including Division Assets and Assumed Liabilities and (b) the Buyer will promptly forward to the Seller all mail, including checks, which the Buyer may receive and which relate to the Excluded Assets or Excluded Liabilities.

  • The Division Assets, together with the Excluded Assets, include all of the properties, assets and rights which are used in, or are necessary to carry on the Business as currently conducted.

  • The Inventories included in the Division Assets will have been acquired in the ordinary course of business of the Division, will not be damaged and will be saleable in the ordinary course of business of the Acquired Business.

  • Following the Closing Date, Seller shall continue to remit to Purchaser all monies received by Seller or any of its Affiliates in payment for any accounts receivable included in the Division Assets acquired by Purchaser as of the Closing Date pursuant to this Agreement.

  • The Seller and its Affiliates have made available to Purchaser all environmental audits, reports and other material environmental documents relating to their or their predecessors' past or current properties, facilities or operations that constitute part of the Division Assets that are in their possession or under their reasonable control.

  • IIIIIIVVVIIVIIIIXTotal(in thousands) Division Revenues: Division Profit: Division Assets: Reconciliation of Revenues: Reconciliation of Profit: Note 1: Includes Finance Charge Income, Investment Income, Insurance Premium Revenues and Other Revenue.

  • The parties hereto shall allocate the Division Assets Purchase Price in accordance with Schedule 3(c).

  • Except as set forth on Schedule 7(d)(i), all of the Division Assets are free and clear of any and all claims, liens, encumbrances, security interests, judgments, and charges of every nature whatsoever (collectively, "Liens").

  • Except as set forth on Schedule 2.20, Seller and each of its Affiliates has accurately prepared and has duly filed with the appropriate Governmental Entities all material Tax Returns and reports required to be filed on or before the date of this Agreement with respect to the Business or the Division Assets, and all such returns were and remain true and complete in all material respects.


More Definitions of Division Assets

Division Assets and the "Dillard's Inventories" (as such terms are hereinafter defined), upon the terms and subject to the conditions hereinafter set forth.
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Division Assets means all rights, properties and assets Used in the operations of the Division (excluding the Retained Assets), including, without limitation, the following rights, properties and assets (in each case, Used in the operations of the Division), as they shall exist on the Closing Date, subject to the limitations set forth below with respect to each described category of assets, free and clear of any and all Encumbrances other than Permitted Encumbrances:
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Related to Division Assets

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

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

  • Information Assets means any information, including Confidential Information, necessary to the operation of either party that is created, stored, transmitted, processed, or managed on any hardware, software, network components, or any printed form, or is communicated orally. “Information Assets” does not include information that has been transferred from the Disclosing Party to the Receiving Party under applicable laws, regulations, and agency guidance, and that is being maintained and used by the Receiving Party solely for purposes that are not Contractor Covered California Functions.

  • Independent Assets or Operations means, with respect to any such parent company, that such parent company’s total assets, revenues, income from continuing operations before income taxes and cash flows from operating activities (excluding in each case amounts related to its investment in the Issuer and the Restricted Subsidiaries), determined in accordance with GAAP and as shown on the most recent balance sheet of such parent company, is more than 3.0% of such parent company’s corresponding consolidated amount.

  • Securitization Assets means (a) the accounts receivable, royalty or other revenue streams and other rights to payment and other assets related thereto subject to a Qualified Securitization Facility and the proceeds thereof and (b) contract rights, lockbox accounts and records with respect to such accounts receivable and any other assets customarily transferred together with accounts receivable in a securitization financing.

  • 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:

  • 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;

  • 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.

  • 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.

  • Separate Business means each of the activities of the Licensee connected

  • Combined Assets means the sum of Fund Assets and Other Assets; and

  • 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”).

  • Company IT Assets means all Software, systems, servers, computers, hardware, firmware, middleware, networks, data, data communications lines, routers, hubs, switches and all other information technology equipment, and all associated documentation owned by or licensed, pursuant to valid and enforceable license agreements, to the Company and its Subsidiaries.

  • 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.

  • 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.

  • Real Estate Business means homebuilding, housing construction, real estate development or construction and related real estate activities, including the provision of mortgage financing or title insurance.

  • 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).

  • 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).

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

  • Portfolio means any account, trust or other investment vehicle (except "Fund") over which the Firm has investment management discretion.

  • Restricted Assets means all licenses, permits, franchises, approvals or other authorizations from any Governmental Authority from time to time granted to or otherwise held by the Company to the extent the same constitute “Excluded Assets” under (and as defined in) the Senior Lien Documents or the Junior Lien Documents or are similarly carved out from the granting clause or the collateral thereunder.

  • 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.

  • 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 or represented by any Partnership Interest.