Retained Assets has the meaning set forth in Section 2.2.
Transferred Liabilities has the meaning set forth in Section 2.02(a).
Retained asset account means any mechanism whereby the settlement of proceeds payable under a policy or contract is accomplished by the insurer or an entity acting on behalf of the insurer depositing the proceeds into an account with check or draft writing privileges, where those proceeds are retained by the insurer or its agent, pursuant to a supplementary contract not involving annuity benefits other than death benefits.
Transferred Assets has the meaning set forth in Section 2.1.
Included Assets has the meaning in Section 5.1(d)(ii)(A).
Retained Liabilities has the meaning set forth in Section 2.4.
Retained Business means any business now, previously or hereafter conducted by Seller or any of its Subsidiaries or Affiliates other than the Business.
Acquired Assets has the meaning set forth in Section 2.1.
Excluded Assets has the meaning set forth in Section 2.2.
Purchased Assets has the meaning set forth in Section 2.1.
Assumed Liabilities has the meaning set forth in Section 2.3.
Excluded Liabilities has the meaning set forth in Section 2.4.
Retained Businesses means all businesses now, previously or hereafter conducted by Parent, the Sellers or any of their Subsidiaries or Affiliates, other than the Business.
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.
SpinCo Business has the meaning set forth in the Separation and Distribution Agreement.
Transferred Entities means the entities set forth on Schedule 1.9.
Contributed Assets shall have the meaning as set forth in Section 2.2.
Assigned Value means the Market/Offer Price, as defined in Section 7.
Gross estate means the gross estate, for federal estate tax purposes.
Transferred Asset means each asset, including any Loan Asset and Substitute Loan Asset (including, if any, the Participation thereof), Conveyed by the Seller to the Purchaser hereunder, including with respect to each such asset, all Related Property; provided that the foregoing will exclude the Retained Interest and the Excluded Amounts.