Initial Closing Transferred Assets definition

Initial Closing Transferred Assets means those Transferred Assets primarily related to, or primarily used or primarily held for use in connection with, the portion of the Business conducted in the Initial Closing Territory.
Sample 1Sample 2Sample 3
Initial Closing Transferred Assets means those Transferred Assets primarily related to, or primarily used or primarily held for use in connection with, the portion of the Business conducted at the Initial Closing Facility.
Sample 1Sample 2

Examples of Initial Closing Transferred Assets in a sentence

  • The Buyer and the Sellers shall have mutually agreed that the operating condition and average age of the vending equipment included in the Initial Closing Transferred Assets are reasonably acceptable.

  • The Buyer and the Sellers shall have mutually agreed that the operating condition and average age of the trucks, trailers and forklifts included in the Initial Closing Transferred Assets are reasonably consistent with the operating condition and average age of such trucks, trailers and forklifts as of the date of this Agreement.

  • The Buyer and the Sellers shall have mutually agreed that the operating condition and average age of the trucks, trailers, tractors and forklifts used in the handling of manufactured products included in the Initial Closing Transferred Assets are reasonably acceptable.

  • The Buyer shall be responsible for any and all costs and/or expenses (including any costs to repair the Louisa Facility as required under the Louisa Lease) related to the removal of the Initial Closing Transferred Assets.

  • For a period of thirty (30) days following the Initial Closing, CCR shall, and shall cause its Affiliates to, provide the Buyer reasonable access to the Louisa Facility at mutually agreed times and on mutually agreed terms as the Buyer may from time to time reasonably request, for the sole purpose of removing the Initial Closing Transferred Assets located at the Louisa Facility.

  • Notwithstanding anything to the contrary in this Section 5.02(a), from and after the Initial Closing, the Sellers will have no further rights or obligations under this Section 5.02(a) with respect to the portion of the Business conducted at the Initial Closing Facility or the Initial Closing Transferred Assets.

  • Notwithstanding anything to the contrary in this Section 5.02, from and after the Initial Closing, the Sellers will have no further obligation under this Section 5.02(d) to deliver the data contemplated by this Section 5.02(d) with respect to the portion of the Business conducted at the Initial Closing Facility or with respect to the Initial Closing Transferred Assets.

  • Not more than ten (10) days prior to the applicable Closing, the Sellers will, by written notice in accordance with the terms of this Agreement, amend or supplement any one (1) or more of the Sections of the Disclosure Schedule made pursuant to Section 2.01(a) to update the description of the Initial Closing Transferred Assets or the Final Closing Transferred Assets, as applicable.

  • Notwithstanding anything to the contrary in this Section 5.01, from and after the Initial Closing, the Sellers will have no further rights or obligations under this Section 5.01 with respect to the portion of the Business conducted at the Initial Closing Facility or the Initial Closing Transferred Assets.

  • Notwithstanding the foregoing, (i) following the Initial Closing, the foregoing restrictions in this Section 5.04 shall not apply to the use by the Buyer of any documents or information included in the Initial Closing Transferred Assets acquired by the Buyer hereunder, and (ii) following the Final Closing, the foregoing restrictions in this Section 5.04 shall not apply to the use by the Buyer of any documents or information included in the Final Closing Transferred Assets acquired by the Buyer hereunder.

Related to Initial Closing Transferred Assets

  • Initial Closing shall have the meaning ascribed to such term in Section 2.1.

  • Initial Closing Date shall have the meaning assigned to such term in Section 1.2 hereof.

  • Subsequent Closing has the meaning set forth in Section 3.2.

  • Subsequent Closing Date means, with respect to each Subsequent Closing, the date on which such Subsequent Closing is deemed to have occurred.

  • Second Closing Date means the date of the Second Closing.

  • Third Closing Date has the meaning set forth in Section 2.2(c).

  • Second Closing has the meaning set forth in Section 2.2.

  • Target Closing Date means three (3) Business Days following receipt of the Approval and Vesting Order, or such other date as the Parties may agree.

  • Closing Transactions has the meaning set forth in Section 11.8(a) of these Bylaws.

  • Third Closing shall have the meaning ascribed to such term in Section 2.1(c).

  • First Closing Date shall refer to the time and date of delivery of certificates for the Firm Shares and such Optional Shares). Any such time and date of delivery, if subsequent to the First Closing Date, is called an “Option Closing Date,” shall be determined by the Representatives and shall not be earlier than three or later than five full business days after delivery of such notice of exercise. If any Optional Shares are to be purchased, each Underwriter agrees, severally and not jointly, to purchase the number of Optional Shares (subject to such adjustments to eliminate fractional shares as the Representatives may determine) that bears the same proportion to the total number of Optional Shares to be purchased as the number of Firm Shares set forth on Schedule A opposite the name of such Underwriter bears to the total number of Firm Shares. The Representatives may cancel the option at any time prior to its expiration by giving written notice of such cancellation to the Company.

  • First Closing has the meaning set forth in Section 2.1(a).

  • Applicable Closing Date Has the meaning specified in Section 5.01(b) of this Trust Supplement.

  • Acquisition Closing Date means the “Closing Date” as defined in the Acquisition Agreement.

  • Offer Closing Date has the meaning set forth in Section 1.01(f).

  • Series Closing Date means the date designated as such in the Series Term Sheet.

  • Put Closing Date shall have the meaning set forth in Section 2.3.8.

  • Scheduled Closing Date Has the meaning specified in the Note Purchase Agreement.

  • Original Closing Date means the "Closing Date" as defined in the Existing Credit Agreement.

  • Additional Closing Date has the meaning set forth in Section 3.

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

  • Additional Closing has the meaning set forth in Section 2.3.

  • Final Closing Date shall have the meaning specified in Section 7.2(a) hereof.

  • Anticipated Closing Date means the anticipated closing date of any proposed Qualified Sale Transaction, as determined in good faith by the Board of Directors on the Applicable Date.

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).

  • Outside Closing Date means the date which is 365 days after the earlier of the Firm Closing Date; or Second Tentative Closing Date; or such other date as may be mutually agreed upon in accordance with section 4. “Property” or “home” means the home including lands being acquired by the Purchaser from the Vendor. “Purchaser’s Termination Period” means the 30-day period during which the Purchaser may terminate the Purchase Agreement for delay, in accordance with paragraph 10(b).