Exchanged Assets definition

Exchanged Assets. Collectively, all Exchanged Loans, Exchanged Properties and Exchanged Hybrid Leases.

AI-Powered Contracts

Draft, Review & Redline at the Speed of AI

Exchanged Assets shall have the meaning set forth in Section 7(a)(ii).

Exchanged Assets means all of BRRL's issued and outstanding capital stock.

Examples of Exchanged Assets in a sentence

NMC has not omitted to state to FFA any material fact relating to the Business or the Exchanged Assets which may adversely affect the Business or the Exchanged Assets or which is necessary in order to make the specific representations, warranties or covenants made to FFA in this agreement, not misleading.
NMC has paid all applicable taxes and other claims arising out of the ownership and/or operation of the Business and Exchanged Assets.
NMC will give to FFA and FFA’s accountants, counsel and other representatives, full access to all the properties, books, contracts commitments and records of NMC related to the Exchanged Assets and assumed liabilities.
NMC is a Limited Liability Company, duly organized, validly existing and in good standing under the laws of the State of New Jersey and has the power and authority to own and transfer the Exchanged Assets.
For the avoidance of doubt, any payments to be made by the Target Companies pursuant to the Carve Out Steps or the Carve Out Agreements, but still outstanding at Closing, and any payments to be received by the Target Companies pursuant to the Carve Out Steps or the Carve Out Agreements, but still outstanding at Closing, in particular the 'Exchanged Assets Closing Payment Amount' as defined in the Master Carve Out and Asset Exchange Agreement, will be reflected in the Closing Statements.
Each Party shall notify and provide the other Party with reasonable assistance in the event of an examination, audit or other proceeding regarding any fair market value of the Exchanged Assets and Assumed Liabilities.
The Conveying Party shall cooperate with the Acquiring Party in its efforts to obtain all other Permits and Environmental Permits necessary for the Acquiring Party to operate the Exchanged Assets.
For a period of two (2) years after the Closing Date, EuroGas and its representatives shall have reasonable access to all of the books and records of the Exchanged Assets transferred to EuroGas hereunder to the extent that such access may reasonably be required by EuroGas to meet its reporting obligations under the Securities Laws.
Without limiting the generality of the foregoing, from and after the Closing Date, Intrepid Mining shall promptly remit to Intrepid Potash any funds that are received by Intrepid Mining and that are included in, or that represent payment of receivables included in, the Exchanged Assets.
At the Effective Time, in exchange for the Imagine Exchanged Assets, MBS will issue 9,000,000 shares of the MBS Common Shares to Imagine or Imagine Sub, as the case may be (subject to appropriate adjustment for any reclassification, stock split, reverse stock split, stock dividend, or other similar change in the capital structure of MBS becoming effective between the Signing Date and Closing Date).

More Definitions of Exchanged Assets

Exchanged Assets is defined in Section 6.7. The “Fiscal Year” of the Company, and its taxable year for Federal income tax purposes, shall be the calendar year or such other year required under Code Section 706.

Exchanged Assets more specifically includes (i) all right, title and interest of Gruesers and Purchaser in and to the personal property and all other improvements located at the four addresses of the ▇▇▇▇▇▇▇'▇ Stores set forth on EXHIBIT IV attached hereto, subject to all rights of the lessors to such improvements in accordance with the terms of each lease agreement governing each of the ▇▇▇▇▇▇▇'▇ Stores, copies of which lease agreements are attached hereto as EXHIBIT V; (ii) all inventory and supplies owned by Gruesers and Purchaser which are located on the premises of the ▇▇▇▇▇▇▇'▇ Stores as of Closing and all other assets which may be located elsewhere but are designated for use in connection with the operation of the ▇▇▇▇▇▇▇'▇ Stores, all of which are described in SCHEDULE 1.5.a.iv. attached hereto; (iii) all right, title and interest of Gruesers and Purchaser in and to the furniture, furnishings, trade fixtures, leasehold improvements and equipment, including cash registers, computers, telephones and fax machines, which are used by Gruesers and Purchaser in connection with the operation of the ▇▇▇▇▇▇▇'▇ Stores; (iv) all books and records which are on the premises of the ▇▇▇▇▇▇▇'▇ Stores relating to the Exchanged Assets as of Closing and photocopies of applicable books and business records of the ▇▇▇▇▇▇▇'▇ Stores relating to the Exchanged Assets as of Closing, as reasonably requested; (v) to the extent transferable, all governmental licenses, certificates of public convenience, operating permits, approvals and similar permits and approvals issued to Gruesers and/or Purchaser in connection with and directly relating to the operation of the ▇▇▇▇▇▇▇'▇ Stores, all of which are described on SCHEDULE 1.5.a.iv. hereto; and (vi) all of the ▇▇▇▇▇▇▇'▇ right, title and interest in, to or under the Franchise Agreements which govern the ▇▇▇▇▇▇▇'▇ Stores, and all other rights and interests in, to or under other contracts, agreements, leases, commitments and licenses directly relating to the Exchanged Assets and described in SCHEDULE 1.5.