Excluded Assets Schedule definition

Excluded Assets Schedule has the meaning set forth in Section 2.1(c).
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Excluded Assets Schedule means Schedule 2.2 hereto.
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Excluded Assets Schedule means the Excluded Assets Schedule included in the Disclosure Schedule, which may be supplemented by Buyer at any time prior to the date that is three (3) days prior to the Closing solely to designate gawker.com, together with any Seller Assets associated with gawker.com that are not otherwise used or held for use in connection with any other Acquired Assets, as an inclusion to such Schedule; provided, that any such supplement shall not result in any changes or modifications to this Agreement other than the designation of such Seller Assets as Excluded Assets.
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Examples of Excluded Assets Schedule in a sentence

  • Except for bonds, letters of credit and guarantees related primarily to the Excluded Assets, Schedule 12.10 identifies the bonds, letters of credit and guarantees posted by Sellers as of the date noted on such schedule.

  • The Corporation may sell any Asset other than Property to an Advisor, Sponsor, Director or Affiliate thereof, only if a majority of Directors (including a majority of Independent Directors) not otherwise interested in the transaction, approve such transaction as being fair and reasonable to the Corporation.

  • The programs to be removed shall be identified on the Excluded Assets Schedule.

  • The Excluded Assets include, without limitation, the assets, properties and rights listed on the Excluded Assets Schedule Exhibit E and incorporated herein by reference.

  • Except for bonds, letters of credit and guarantees related primarily to the Excluded Assets, Schedule 15.14 identifies the bonds, letters of credit and guarantees posted by Seller in conjunction with ownership or operation of the Assets as of the date of this Agreement.

  • Notwithstanding the foregoing, during the Interim Period, Buyer shall have the right, with Seller’s consent (not to be unreasonably withheld, conditioned or delayed), to update Schedule A (Purchased Assets - Assigned Contracts), Schedule B (Excluded Assets), Schedule 5.1 (Scheduled Employees) and Schedule 7.6 (Third-Party Consents) and any such update shall be deemed to have amended such schedule, as of the date of such amendment, for all purposes hereunder without any additional action from any party.

  • Levinson explains this “proof procedure” principle thusly: ‘Conversation, as opposed to monologue, offers the analyst an invaluable analytical resource: as each turn is responded to by a second, we find displayed in that second an analysis of the first by its recipient.

  • Schedule 1.1A Facilities Owned by Transferor Schedule 1.1B Intellectual Property Schedule 1.1C Real Leased Property Schedule 1.1D Material Assumed Contracts Schedule 1.1E Owned Real Property Schedule 1.1F Terminated Plans Schedule 2.1(xx) Bank Accounts Schedule 2.2 Excluded Assets Schedule 2.3(c) All Debt of Transferor Schedule 2.3(e) Obligations or Liabilities for Payment to the County Schedule 2.4 Excluded Contracts Schedule 4.2 Powers; Consents; Absence of Conflicts with Other Agreements, Etc.

  • Except for any Excluded Assets, Schedule 3.18 lists all patents, patent applications, trademark, trademark applications, service marks, service mark applications, trade names, copyrights, domain names, software and trade secrets necessary for the Business (the "Intellectual Property"), each of which is transferable and will be transferred to Purchaser by this Agreement or another agreement contemplated herein without any conflict with or infringement of the Intellectual Property rights of others.

  • Notwithstanding the foregoing, Seller does not hereby sell, assign, transfer or deliver to Buyer any of Seller's right, title or interest in and to any of the Excluded Assets set forth on the Excluded Assets Schedule attached hereto as Exhibit B.


More Definitions of Excluded Assets Schedule

Excluded Assets Schedule means Schedule 5 to this Agreement.
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Excluded Assets Schedule means Exhibit F attached hereto.
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Excluded Assets Schedule means Exhibit G attached hereto.
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Excluded Assets Schedule means the disclosure schedule referred to in Section 4.4(a).
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Excluded Assets Schedule means the schedule so entitled attached to this Deed
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Excluded Assets Schedule means Exhibit G attached hereto. 5
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Related to Excluded Assets Schedule

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

  • Excluded Asset means any asset of any Grantor excluded from the security interest hereunder by virtue of Section 2.2 hereof but only to the extent, and for so long as, so excluded thereunder.

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

  • Excluded Real Property means (a) any fee-owned real property with a purchase price (in the case of real property acquired after the Effective Date) or Fair Market Value (in the case of real property owned as of the Effective Date, with Fair Market Value determined as of the Effective Date) of less than $3,500,000 individually, (b) any real property that is subject to a Lien permitted by Sections 6.02(iv), (xix), (xxii), (xxiii), (xxviii) or (xxxi), (c) any real property with respect to which, in the reasonable judgment of the Term Administrative Agent (confirmed by notice to the Borrower) the cost (including as a result of adverse tax consequences) of providing a Mortgage shall be excessive in view of the benefits to be obtained by the Lenders, (d) any real property to the extent providing a mortgage on such real property would (i) be prohibited or limited by any applicable law, rule or regulation (but only so long as such prohibition or limitation is in effect), (ii) violate a contractual obligation to the owners of such real property (other than any such owners that are the Borrower or Affiliates of the Borrower) that is binding on or relating to such real property (other than customary non-assignment provisions which are ineffective under the Uniform Commercial Code) but only to the extent such contractual obligation was not incurred in anticipation of this provision or (iii) give any other party (other than the Borrower or a wholly-owned Restricted Subsidiary of the Borrower) to any contract, agreement, instrument or indenture governing such real property the right to terminate its obligations thereunder (other than customary non-assignment provisions which are ineffective under the Uniform Commercial Code or other applicable law) and (e) any Leasehold.

  • Excluded Contracts has the meaning set forth in Section 2.02(a).

  • Excluded Equipment means (i) defibrillators, enhanced emergency medical kits and other medical equipment, (ii) airphones and other components or systems installed on or affixed to the Airframe that are used to provide individual telecommunications or electronic entertainment to passengers aboard the Aircraft, (iii) galley carts, beverage carts, waste containers, liquor kits, food tray carriers, ice containers, oven inserts, galley inserts, and other branded passenger convenience or service items, (iv) any items, equipment or systems leased by Company or any Permitted Lessee (other than items, equipment, or systems that are leased from Company pursuant to the applicable Lease) or owned by Company or any Permitted Lessee subject to a conditional sales agreement or a security interest (other than the security interest granted under the Indenture), and (v) cargo containers.

  • Excluded Properties the collective reference to the fee or leasehold interest in real properties owned by the Parent Borrower or any of its Subsidiaries not described in Schedule 5.8.

  • Asset Schedule means with respect to any Transaction as of any date, an asset schedule in the form of a computer tape or other electronic medium (including an Excel spreadsheet) generated by Seller and delivered to Buyer and the Custodian, which provides information (including, without limitation, the information set forth on Exhibit E attached hereto) relating to the Purchased Mortgage Loans in a format reasonably acceptable to Buyer.

  • Transferred Contracts has the meaning ascribed to it in Section 2.1(c).

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

  • Excluded IP has the meaning assigned to such term in the U.S. Security Agreement.

  • 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, licensed or leased by such Person, including cash, cash equivalents, Investment Assets, accounts and notes receivable, chattel paper, documents, instruments, general intangibles, real estate, equipment, inventory, goods and Intellectual Property.

  • Excluded Personal Property means the following:

  • Acquired Contracts has the meaning given in Section 2.1(a).

  • Excluded Contract means, at any date, any rights or interest of the Borrower or any Guarantor under any agreement, contract, license, instrument, document or other general intangible (referred to solely for purposes of this definition as a “Contract”) to the extent that such Contract by the terms of a restriction in favor of a Person who is not the Borrower or any Guarantor, or any requirement of law, prohibits, or requires any consent or establishes any other condition for or would terminate because of an assignment thereof or a grant of a security interest therein by the Borrower or a Guarantor; provided that (i) rights under any such Contract otherwise constituting an Excluded Contract by virtue of this definition shall be included in the Collateral to the extent permitted thereby or by Section 9-406 or Section 9-408 of the Uniform Commercial Code and (ii) all proceeds paid or payable to any of the Borrower or any Guarantor from any sale, transfer or assignment of such Contract and all rights to receive such proceeds shall be included in the Collateral.

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

  • Transferred Real Property means (a) the Transferred Owned Real Property and (b) the premises that is subject to the Transferred Real Property Leases.

  • Assigned Contracts has the meaning set forth in Section 2.01(c).

  • Schedule of Assumed Executory Contracts and Unexpired Leases means the schedule of certain Executory Contracts and Unexpired Leases to be assumed (or assumed and assigned) by the Debtors pursuant to the Plan, as the same may be amended, modified, or supplemented from time to time by the Debtors.

  • Assumed Contracts has the meaning set forth in Section 2.1(d).

  • Excluded Property shall have the meaning set forth in the Security Agreement.

  • Excluded Items means any items which the Committee determines shall be excluded in fixing Performance Goals, including, without limitation, any gains or losses from discontinued operations, any extraordinary gains or losses and the effects of accounting changes.

  • Excluded Equity means any Voting Stock in excess of 66% of the total outstanding Voting Stock of any direct Subsidiary of any Grantor that is a Non-U.S. Person. For the purposes of this definition, “Voting Stock” means, as to any issuer, the issued and outstanding shares of each class of capital stock or other ownership interests of such issuer entitled to vote (within the meaning of Treasury Regulations § 1.956-2(c)(2)).

  • Excluded Liability means any liability that is excluded under the Bail-In Legislation from the scope of any Bail-In Action including, without limitation, any liability excluded pursuant to Article 44 of the Bank Recovery and Resolution Directive.

  • Excluded Intellectual Property shall have the meaning set forth in Section 1.2(i).

  • Schedule of Contracts means the list or lists of Contracts attached as Schedule A to this Agreement, which Contracts are being transferred to the Owner Trustee as part of the Trust Estate, which list or lists shall set forth the following information with respect to each such Contract in numbered columns: